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FORM 8-K
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 25049
CURRENT REPORT
Pursuant to Section 13 or 15(d) of
the Securities Act of 1934
Date of Report (Date of earliest event reported): August 18, 1999.
MotivePower Industries, Inc.
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(Exact name of registrant as specified in its charter)
Pennsylvania 0-23802 82-0461010
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(State or other jurisdiction (Commission file (IRS Employer Identification
of incorporation) number) Number)
Two Gateway Center, Pittsburgh, PA 15222
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(Address of principal executive offices) Zip Code
Registrant's telephone number, including area code: (412) 201-1101
Not applicable
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(Former name or former address, if changed since last report)
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ITEM 7. FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION AND
EXHIBITS.
(a)--(b) Not applicable.
(c) Exhibits.
99.1 Text of joint press release dated August 18, 1999, issued by
MotivePower Industries, Inc. and Westinghouse Air Brake Company.
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SIGNATURE
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.
MOTIVEPOWER INDUSTRIES, INC.
Date: August 18, 1999 By: /s/ Jeannette Fisher-Garber
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Jeannette Fisher-Garber
Vice President, General Counsel and
Secretary
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EXHIBIT INDEX
Exhibit
Number Description of Exhibit
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99.1 Text of joint press release dated August 18, 1999,
issued by MotivePower Industries, Inc. and
Westinghouse Air Brake Company.
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EXHIBIT 99.1
MOTIVEPOWER INDUSTRIES AND WESTINGHOUSE AIR BRAKE REAFFIRM SYNERGIES, BENEFITS
OF MERGER; COMMENT ON 1999 EPS EXPECTATIONS
PITTSBURGH, Aug. 18, 1999 -- MotivePower Industries, Inc. (NYSE: MPO) and
Westinghouse Air Brake Company (NYSE: WAB) today reaffirmed the synergies and
benefits of their proposed merger, but said they expect 1999 earnings per
diluted share to be 5 cents to 10 cents below the $1.43 per diluted share level
indicated at the time of the announcement of the transaction. Shareholders of
both companies will vote on the merger Aug. 23. Each company's Board of
Directors has confirmed its unanimous recommendation for the merger.
The companies said the earnings outlook for 1999 primarily reflects the delayed
timing of certain contracts, such as MotivePower Industries' sale of 50 switcher
locomotives, that are now not expected to contribute significantly to revenues
and earnings until late this year and the first half of 2000. In addition, the
companies said they have seen some shift in business in other freight and
industrial market segments from the third to the fourth quarter.
John C. (Jack) Pope, chairman of MotivePower Industries, and William E.
Kassling, chairman and chief executive officer of Westinghouse Air Brake, said:
"We are convinced that this situation is a short-term phenomenon resulting
primarily from timing issues. In fact, we are even more encouraged today by the
benefits of our merger than we were when we announced our agreement on June 3.
Since then, our combined management teams have been working diligently to
develop plans to realize all the synergies and cost-saving opportunities from
the merger as quickly as possible. These activities have given our people
greater confidence in the combined company's ability to achieve the anticipated
benefits. As a result, we expect to hit the ground running at full speed when
the merger closes next week. We also remain fully committed to achieving a
minimum of 15 percent annual growth in earnings per diluted share for the
foreseeable future."
Pope and Kassling reiterated the combined company's commitment to achieve
synergies through the merger of $10 million pre-tax, or 10 cents per diluted
share after-tax, in 2000; and to reach an annual run rate of $20 million
pre-tax, or 20 cents per diluted share after-tax, by year-end 2000.
This press release contains forward-looking statements, such as the statement
regarding 1999 earnings expectations, the statement regarding achieving a
minimum of 15 percent annual growth in earnings per diluted share and the
statement regarding planned synergies through the merger. The company's actual
results could differ materially from the results suggested in any forward-
looking statement. Factors that could cause or contribute to these material
differences include, but are not limited to, the following: softening of freight
and industrial markets; the company's ability to achieve planned synergies; a
slowdown in the U.S. or Mexican economy; a decrease in NAFTA rail traffic;
continued consolidation by U.S. and Canadian railroads, which could cause them
to reduce purchases of goods and services; a strengthening or a weakening of the
U.S. dollar and/or a change in the availability of letters of credit in targeted
foreign markets; the company's ability to timely and efficiently implement
productivity improvement plans; the company's ability to maintain current
favorable relations with its labor unions; the company's ability to successfully
complete its information technology upgrade and business improvement project,
including "Year 2000" compliance; and other factors contained in each company's
regulatory filings, which are herein
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incorporated by reference. The company assumes no obligation to update these
forward-looking statements or advise of changes in the assumptions on which they
were based.
MotivePower Industries (www.motivepower.com) is a leader in the manufacturing of
products for rail and other power-related industries. Through its subsidiaries,
the company manufactures and distributes engineered locomotive components,
provides locomotive and freight car fleet maintenance; overhauls locomotives;
freight cars and diesel engines; manufactures new, environmentally friendly,
switcher, commuter and mid-range locomotives up to 4,000 horsepower; and
manufactures components for power, marine and industrial markets.
Westinghouse Air Brake Company (www.wabco-rail.com) is North America's largest
manufacturer of value-added equipment for locomotives, railway freight cars and
passenger transit vehicles. The company's mission is to be the leading supplier
of world-class products and services to the railroad freight and transit
industries, helping its customers to achieve higher levels of safety and
productivity so they can compete more effectively.
