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Exhibit 99.1
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FOR IMMEDIATE RELEASE June 2, 2000
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For additional information, contact:
John W. Prosser, Jr.
Senior Vice President
Finance and Administration
(626) 578-6803
Jacobs Engineering Group Inc. Signs Definitive Agreement
To Purchase Substantially All of the Assets of Stone & Webster
PASADENA, CALIFORNIA - Jacobs Engineering Group Inc. (NYSE: JEC) today
announced that it has signed a definitive sale agreement with Stone & Webster,
Incorporated (OTC: SWBI) regarding a proposed transaction in which Jacobs would
acquire substantially all of Stone & Webster's assets in exchange for $150
million in cash and stock and the assumption of substantially all of Stone &
Webster's liabilities shown on its March 31, 2000 balance sheet, standby letters
of credit, and its liabilities under a new credit facility from Jacobs entered
into on May 9, 2000 pursuant to which up to $50 million of credit is being made
available to enable Stone & Webster to operate its businesses until the asset
sale is consummated.
As previously indicated, in conjunction with and as a condition to the
proposed transaction Stone & Webster will be seeking bankruptcy court approval
of the asset sale and credit agreement. Stone & Webster fully expects to
continue operating its businesses in the normal course during the reorganization
process. The Company's operations have remained functional and its employees are
expected to transition smoothly into the Jacobs organization.
Jacobs President and CEO Noel G. Watson said, "We are pleased with the
prospects for the combination of Stone & Webster with Jacobs and believe that
the synergies realized from the combined operations will benefit the
shareholders, clients, employees, and suppliers of both companies."
The proposed transaction is subject to approval under the Hart-Scott-Rodino
Act, confirmation of the Stone & Webster's plan of reorganization by the U.S.
Bankruptcy Court, completion of due diligence by Jacobs, and other customary
conditions.
Stone & Webster is a global leader in engineering, construction and
consulting services for power, process/industrial and
environmental/infrastructure markets.
Jacobs Engineering Group Inc. is one of the world's largest providers of
professional technical services. With annual revenues exceeding $3 billion, the
company offers full-spectrum support to industrial, commercial, and government
clients in diverse markets. Services include scientific and specialty consulting
as well as all aspects of project execution and operations & maintenance.
Any statements made in this release that are not based on historical fact
are forward-looking statements. Any forward-looking statements made in this
release represent management's best judgement as to what may occur in the
future. However, Jacobs' actual outcome and results are not guaranteed and are
subject to certain risks, uncertainties and assumptions ("Future Factors"), and
may differ materially from what is expressed. For a description of Future
Factors that could cause actual results to differ materially from such forward-
looking statements, see the discussion under the section "Forward-Looking
Statements and Other Safe Harbor Applications" included in Management's
Discussion and Analysis filed as part of Exhibit 13 to the Company's 1999 Annual
Report on Form 10-K.
