EX-99
2
newsrelease.htm
PRESS RELEASE
ENGlobal Finalizes Divestiture of Land and Right of Way Division
EXHIBIT 99.1
ENGlobal Finalizes Divestiture of Land and Right of Way Division
Houston, TX, Nov. 5, 2012 (GLOBE NEWSWIRE) --
ENGlobal Corporation (NASDAQ: ENG),
a leading
provider of energy-related project delivery solutions, announced
today that it successfully completed the divestiture of its Land
and Right of Way division to Steele & Company, LP based in
Tyler, Texas ("Steele"). Pursuant to the final agreement, the
Company will retain approximately $4.5 million of this division's
working capital at the time of closing, in addition to receiving a
$3.0 million promissory note payable over four years from Steele.
Subject to the agreement, the purchase price was adjusted based on
the net working capital of the division at the time of closing.
ENGlobal intends to use the net proceeds from this transaction to
reduce outstanding debt.
As previously reported, the original agreement between ENGlobal
and Steele provided for the sale of substantially all of the assets
of both divisions of its Field Solutions segment, Land and Right of
Way, and Inspection. However, the Inspection division was not sold
as part of the final transaction, and ENGlobal will retain the
Tulsa-based business for the foreseeable future. The Company
expects no changes to the personnel of its Inspection operation as
a result of this transaction.
About ENGlobal
ENGlobal (NASDAQ: ENG), founded in 1985, is a provider of
engineering and related project services principally to the energy
sector throughout the United States and internationally. ENGlobal
operates through two business segments: Automation and Engineering
& Construction. ENGlobal's Automation segment provides services
related to the design, fabrication & implementation of process
distributed control and analyzer systems, advanced automation, and
related information technology. The Engineering &
Construction segment provides consulting services relating to the
development, management and execution of projects requiring
professional engineering as well as inspection, construction
management, mechanical integrity, field support, quality assurance
and plant asset management. ENGlobal has approximately
1,500 employees in 12 offices and 9 cities. Further
information about the Company and its businesses is available at
www.ENGlobal.com.
Safe Harbor for Forward-Looking Statements
The statements above regarding the Company's expectations
regarding its operations and certain other matters discussed in
this press release may constitute forward-looking statements within
the meaning of the federal securities laws and are subject to risks
and uncertainties including, but not limited to: (1) our ability to
realize the benefits of the sale of the Land and Right of Way
division, including our ability to collect unbilled trade
receivables; (2) whether the exploration and consideration of
strategic alternatives will result in any transaction and such
transaction's effects on the Company and its stockholders; (3) our
ability to comply with the terms of the forbearance agreement with
respect to our credit facility with our Lender, including our
ability to develop a plan to restore compliance with the terms of
such credit facility; (4) our ability to obtain the cure or waiver
of defaults under our credit facility with our Lender and our
existing letter of credit facility with Export-Import Bank of the
United States; (5) our ability to achieve profitability and
positive cash flow from operations; (6) our ability to collect
accounts receivable and process accounts payable in a timely
manner; (7) our ability to respond appropriately to the current
worldwide economic situation and the resulting decrease in demand
for our services and competitive pricing pressure; (8) our ability
to achieve our business strategy while effectively managing costs
and expenses; (9) our ability to accurately estimate costs and fees
on fixed-price contracts; (10) the effect of changes in the price
of oil; (11) delays related to the award of domestic and
international contracts; (12) our ability to execute to our
internal performance plans such as our productivity improvement and
cost reduction initiatives; (13) the effect of changes in laws and
regulations with which the Company must comply and the associated
costs of compliance with such laws and regulations, either
currently or in the future, as applicable; (14) the effect of
changes in accounting policies and practices as may be adopted by
regulatory agencies, as well as by the FASB; (15) the effect on our
competitive position within our market area in view of, among other
things, increasing consolidation currently taking place among our
competitors; (16) our ability to win new business and convert those
orders to sales within the fiscal year in accordance with our
annual business plan; (17) achievement of our acquisition and
related integration plans; and (18) the uncertainties of the
outcome of litigation. Actual results and the timing of certain
events could differ materially from those projected in or
contemplated by the forward-looking statements due to a number of
factors detailed from time to time in ENGlobal's filings with the
Securities and Exchange Commission. In addition, reference is
hereby made to cautionary statements set forth in the Company's
most recent reports on Form 10-K and 10-Q, and other SEC
filings.
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CONTACT: Natalie S. Hairston
281-878-1000
ir@englobal.com

EX - 99 2 newsrelease . htm PRESS RELEASE ENGlobal Finalizes Divestiture of Land and Right of Way Division EXHIBIT 99 . 1 ENGlobal Finalizes Divestiture of Land and Right of Way Division Houston , TX , Nov. 5 , 2012 ( GLOBE NEWSWIRE ) -- ENGlobal Corporation ( NASDAQ : ENG ) , a leading provider of energy - related project delivery solutions , announced today that it successfully completed the divestiture of its Land and Right of Way division to Steele & Company , LP based in Tyler , Texas ( " Steele " ) . Pursuant to the final agreement , the Company will retain approximately $ 4.5 million of this division 's working capital at the time of closing , in addition to receiving a $ 3.0 million promissory note payable over four years from Steele . Subject to the agreement , the purchase price was adjusted based on the net working capital of the division at the time of closing . ENGlobal intends to use the net proceeds from this transaction to reduce outstanding debt . As previously reported , the original agreement between ENGlobal and Steele provided for the sale of substantially all of the assets of both divisions of its Field Solutions segment , Land and Right of Way , and Inspection . However , the Inspection division was not sold as part of the final transaction , and ENGlobal will retain the Tulsa - based business for the foreseeable future . The Company expects no changes to the personnel of its Inspection operation as a result of this transaction . About ENGlobal ENGlobal ( NASDAQ : ENG ) , founded in 1985 , is a provider of engineering and related project services principally to the energy sector throughout the United States and internationally . ENGlobal operates through two business segments : Automation and Engineering & Construction . ENGlobal 's Automation segment provides services related to the design , fabrication & implementation of process distributed control and analyzer systems , advanced automation , and related information technology . The Engineering & Construction segment provides consulting services relating to the development , management and execution of projects requiring professional engineering as well as inspection , construction management , mechanical integrity , field support , quality assurance and plant asset management . ENGlobal has approximately 1,500 employees in 12 offices and 9 cities . Further information about the Company and its businesses is available at www.ENGlobal.com . Safe Harbor for Forward - Looking Statements The statements above regarding the Company 's expectations regarding its operations and certain other matters discussed in this press release may constitute forward - looking statements within the meaning of the federal securities laws and are subject to risks and uncertainties including , but not limited to : ( 1 ) our ability to realize the benefits of the sale of the Land and Right of Way division , including our ability to collect unbilled trade receivables ; ( 2 ) whether the exploration and consideration of strategic alternatives will result in any transaction and such transaction 's effects on the Company and its stockholders ; ( 3 ) our ability to comply with the terms of the forbearance agreement with respect to our credit facility with our Lender , including our ability to develop a plan to restore compliance with the terms of such credit facility ; ( 4 ) our ability to obtain the cure or waiver of defaults under our credit facility with our Lender and our existing letter of credit facility with Export - Import Bank of the United States ; ( 5 ) our ability to achieve profitability and positive cash flow from operations ; ( 6 ) our ability to collect accounts receivable and process accounts payable in a timely manner ; ( 7 ) our ability to respond appropriately to the current worldwide economic situation and the resulting decrease in demand for our services and competitive pricing pressure ; ( 8 ) our ability to achieve our business strategy while effectively managing costs and expenses ; ( 9 ) our ability to accurately estimate costs and fees on fixed - price contracts ; ( 10 ) the effect of changes in the price of oil ; ( 11 ) delays related to the award of domestic and international contracts ; ( 12 ) our ability to execute to our internal performance plans such as our productivity improvement and cost reduction initiatives ; ( 13 ) the effect of changes in laws and regulations with which the Company must comply and the associated costs of compliance with such laws and regulations , either currently or in the future , as applicable ; ( 14 ) the effect of changes in accounting policies and practices as may be adopted by regulatory agencies , as well as by the FASB ; ( 15 ) the effect on our competitive position within our market area in view of , among other things , increasing consolidation currently taking place among our competitors ; ( 16 ) our ability to win new business and convert those orders to sales within the fiscal year in accordance with our annual business plan ; ( 17 ) achievement of our acquisition and related integration plans ; and ( 18 ) the uncertainties of the outcome of litigation . Actual results and the timing of certain events could differ materially from those projected in or contemplated by the forward - looking statements due to a number of factors detailed from time to time in ENGlobal 's filings with the Securities and Exchange Commission . In addition , reference is hereby made to cautionary statements set forth in the Company 's most recent reports on Form 10 - K and 10 - Q , and other SEC filings . Click here to join our email list : http://www.b2i.us/irpass.asp?BzID=702&to=ea&s=0 . CONTACT : Natalie S . Hairston 281 - 878 - 1000 ir@englobal.com