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HomeMy WebLinkAboutGREAT WESTERN RECLAMATION, INC.- STOCK ASSIGNMENTS • • `ICDONOUGH, HOLLAND & ALLEN MAR-ON MCDONOUGH HARRY E.HULL.JR, A PROFESSIONAL CORPORATION ALFRED E.HOLLAND STEPHEN ROBBINS ATTORNEYS BRUCE F.ALLEN DENNIS W.DE CUIR SACRAm ENTO OFFICE V.BAR.OW GOFF ANN O'CONNELL 555 CAPITOL MALL,SUITE 950 JOSE:.E.000MES,JR. ROBERT W.O'CONNOR 3200 PARK CENTER OR:VE, SUITE 710 SACRAMENTO.CALIF OR NIA 95514 DAV_A J.G. TTISW000 JEFFRYGREGORY W.JONES SANDERS COSTA MESA,CALI FORNFA 92626 (916)444-3900 ELME J R.MAL KOFT BETSPY.KIMBALL IMBL ELME:R.MENSEN F SSKIM BA LL VERLYN N.JENSEN WILSON 9.HART (714) 835-9000 WASHINGTON!.D.C.OFF= RICrARD W.N:CHOLS SUSAN-.SCHOENIG IB75 EYE STREET, NW DONA-:C.POOLE SABINA D.GIL BERT RIC.ARO W.OSEN DAWN H.COLE SUITE Ins WASHINGTON.D.C.2000E RI6nA FD E.BRANDT JOHN M.TAYLOR GAR,F.LOVERIDGE JANET NEELEY KVARME (202) 835-06.0 G.P.0-,APD BROWN JOHN E-01 GUSTO DENS E D.O'NEiL CRAG K.POWELL DAV{4.POST MARK J.HUEBSCH SUSAN K.EDLING SHARON D.ROSEME JAMES F.MCCCNNEL_,:R� BRUTE MCDONOUGH JOHN 1.FLYNN III WILL AM LOWER RONA_D A,WORLEV UNrtTED IN D:STR c♦o,Coo-me A ON: D.W.—AM DENTIN° IRIS F.YANG DAVID 0 BEATTY JANET-,CALLISTEF JAMES E.C NEAL ALICEA.WOODYARD February 12, 1985 MIOFA3_T.FOGARTY 0 T m c -[ in LA.) '.D 7 rn • C) Edward J . Cooper , Esq. City Attorneyz- City of Santa Ana 'G" cve P . 0. Box 1988 fl a Santa Ana , California 92702 cm Re : Agreement for Collection and Transportation of Solid Waste , dated December 27 , 1982 Dear Ed : This is simply to inform you that all of the outstanding stock of SCA Services , Inc . , a Delaware corporation , was acquired by WM Acquiring Corp. on September 25 , 1984 . WM Acquiring Corp. , a Delaware corporation, was incorporated on June 6 , 1984 for the purpose of facilitating the acquisition of SCA Services , Inc . by Waste Management , Inc. Waste Management , Inc . is the nation ' s largest waste handling company. It has been a publicly-held corporation since June 16 , 1971 . It presently has more than 10 , 000 shareholders and its stock is traded on the New York Stock Exchange . Great Western Reclamation , Inc . , a California corporation, remains a wholly-owned subsidiary of SCA Services , Inc . Thomas K. Blackman remains the regional officer ultimately responsible for the operation of Great Western Reclamation , Inc . Great Western Reclamation, Inc . remains obligated and will continue to fulfill its responsibilities pursuant to agreement with the City of Santa Ana referred to above . Vry truly yours , VerLyn N. Je en VNJ: rx great ?Oaten Reclamation, Ac. REFUSE REMOVAL P. 0. BOX 2337 SANTA ANA, CALIFORNIA 92707 PHONE: 557-6922 July 3, 1972 TO: Mayor, LOREN GRISET a n d COUNCIL MEMBERS City of Santa Ana City Hall Santa Ana, California' RE : GREAT WESTERN RECLAMATION, INC. REQUEST FOR CONSENT TO STOCKASSIGNMENT Dear Mayor Griset On June 5, 1972,. we requested that you remove the above item from your"City Council Agenda in order to permit sufficient time for Rutan & Tucker, Attorneys represent- ing SCA SERVICES INC. , to develop additional information. It appears now that sufficient information is available for us to proceed with this request that the City consent to the transfer of GREAT WESTERN RECLAMATION stock to SCA SERVICES,INC. in exchange for their stock. We are aware of your City's high ethical standard in deal- ing with those under contract and, therefore, feel it ap- propriate that this matter be considered at a public hear- ing. We have enjoyed great cooperation in our many years of working relationship with the City of Santa Ana and we know that SCA SERVICES, INC . , as a publicly held corpora- tion, is willing to discuss its plans for the future. GREAT WESTERN RECLAMATION, INC. will continue in business after the merger and the Blackman 's will remain as Managers. 24 Mayor Loren Griset and Council Members July 3, 1972 Page 2. It is respectfully requested that such a hearing be scheduled in the late afternoon of your July 17, 1972 Agenda at a time certain where it would be most convenient to those who would be here on behalf of our company and SCA SERVICES, INC. If this is not possible then an early evening hearing at a time certain would be appreciated. Thanking you again for the many pleasant years working with Santa Ana and anticipating more in the future , I remain, Sincerely yours, GREAT STERN RECLAMATION, INC. Byt ' --) T. K. Blackman ? TKB :ps ACTION OR COLING! .. 1 �ACTI O 1 OF CO Ii \i' ! I,. -e 4A_C'-¢.iC Y_Qlit_ei �'yep / l�<" �p �� ` b G .0-1-,,. g cosy VV 2) L.� i c �-- .__w a-, -`--9--- _ �r3 1 Z 1 7772 { DML . ( Q Q RQ-0-,-- ,..__. i OATS -eot,2_ __,_, A. Lust_6„, CLERK ill- T . CO � CLERK CI- 1Ht i1J' ,II. July 24, 1972 Clerk of the Council 217 North Main Street Santa Ana, CA 92701 Mr. T. K. Blackman Great Western Reclamation, Inc. F. O. Box 2337 Santa Ana, CA 92707 REQUEST FOR CONSENT TO STOCK ASSIGNMENT At its regular meeting held on July 17, 1972, a public hearing was held by the City Council to consider your written request, dated July 3, for Council consent to the transfer of Great Western Reclamation stock to SCA Services, Inc., in exchange for their stock. The public hearing was closed and following discussion of the proposal, the City Council denied the request for the stock assign- ment. Please call us if we may provide further information on this matter. Florence I. Malone Clerk of the Council i I f City of ,, r4, 72� O / 3UNTINGTON PARK California y /✓ =r- au �,.; 6611IC CENTER HUNTINGTON PARK 90255 • (213) 582-6161 sm -0::-_---.e----.%;•"- H . M . CAMPBELL nP V4 ritUrfit ADMINISTRATIVE OFFICER July 17 , 1972 Honorable Mayor and Members of the City Council Santa Ana , California Gentlemen : I have been requested by special counsel for SCA Services , Inc . to submit an evaluation of refuse collection services in the City of Huntington Park provided by System Disposal Services , Inc . In 1966 , the City of Huntington Park entered into an ex- clusive type of an agreement with Hy- Investors , Inc . , dba System Disposal Services , Inc . , for the collection of rubbish in the commercial and industrial areas , and certain multiple family dwellings . In July , 1971 , the City approved the assignment of the original agreement to SCA Services , Inc . and its new sub- sidiary , System Disposal Services , Inc . During the terms of our agreement with System Disposal Services , Inc . , their relationship with the City has been very satisfactory and complaints on services and charges have been minimal . This can be mainly attributed to their local management staff , customer account representatives , and the City ' s supervision over the services rendered . To date , no change has been noticed in company policy nor corporate principals since becoming a subsidiary of SCA Services , Inc . Should you desire additional information , we will be most pleased to comply with your request . C rdially your c‘JVV4 H . M . Campbel Administrate e Officer HMC :mc AGREEMENT. BETWEEN CITY OF SANTA ANA - j AND GREAT WESTERN RECLAMATION COMPANY RELATING TO LOCAL MANAGEMENT AND TRANSFER OF STOCK Notwithstanding any other provisions of the existing contract between the CITY OF SANTA ANA and GREAT WESTERN RECLAMATION COMPANY, it is hereby expressly agreed between the - parties as follows : 1. There is an informal understanding that outstand- ing shares of stock of GREAT WESTERN RECLAMATION COMPANY are being transferred to SCA SERVICES, INC . in exchange for SCA SERVICES, INC. stock. This merger will bring greater financial support, increased technical knowledge in refuse handling now and in the future, and back-up management skills to meet the needs of pro- viding the CITY OF SANTA ANA with quality refuse disposal service. 2. The CITY OF SANTA ANA has or will approve the stock transfer but has expressed concern that there be locally available management having authority to make decisions necessary to the continued operation of the business and to respond to con- tacts by CITY's representatives . In this regard, it is represented that the BLACKMAN family will continue as the management of GREAT WESTERN RECLAMATION COMPANY for the indefinite future and it is expressly agreed that there will be maintained locally a manager who is and will continue to be authorized to make all necessary decisions for the day to day operation of GREAT WESTERN RECLAMATION COMPANY and to respond to contacts made by the authorized repre- sentatives of CITY. It is further agreed, that after notice and hearing, if it is established that GREAT WESTERN RECLAMATION COM- PANY has not reasonably provided such local management responsi- - bility it will be grounds for termination of its contracts and franchises with the CITY OF SANTA ANA at the CITY's option. ' PAINE WEBBER JACKSON & CURTIS INCORPORATED Established 1579 Members New York Stock Exchange,Inc.and other Principal Exchanges 100 Federal Street, Boston, Massachusetts 02101 (617) 423-8000 July 12, 1972 City Council City of Santa Ana Santa Ana, California Re: Great Western Reclamation, Inc. - SCA Services, Inc. Gentlemen: It is our understanding that the City Council of Santa Ana is considering the approval of a proposal by Great Western Reclamation, Inc. whereby it will become a wholly owned subsidiary of SCA Services, Inc. Paine, Webber, Jackson & Curtis Incorporated has been the investment banker for SCA. Services, Inc. for more than a year and a half and was the managing underwriter of SCA's initial public offering on October 5, 1971. During this period Paine, Webber, Jackson & Curtis Incorporated has had extensive exposure and dealings with the management of SCA and found them to be of the highest caliber and integrity. SCA Services, Inc. , which for the fiscal year ended March 31, 1972 had gross revenues in excess of $50 million, currently conducts operations in a large number of metropolitan areas across the country. In our opinion, the company is conservatively capitalized and during the period we have been associated with it has demonstrated financial responsibility. Sincerely yours, PAINE, WEBBER, JACKSON & CURTIS INCORPORATED t .a By JAI/hit J. Atwood Ives, Vice President � �g - - , CITY OF BELL }4{t± 6330 PINE AVENUE, BELL CALIFORNIA 90201 e Telephone 588-6211 July 17, 1972 Mr. Z. Harry Aster 611 W. 6th Street, Suite 2122 Los Angeles, California 90017 Dear Sir : As per your request, seeking information regarding System Disposal Company, I am happy to report they are providing us with good service. System Disposal was purchased by a Company called H.C.A. Services, last year. The City researched this Corporation and found no reason not to approve the transfer. The service has not altered, and the management of System Disposal has not changed. System Disposal has never failed to meet the requirements of our Agreement. If there is any further information, please do not hesitate to request it. Respectfully submitted, .741. D. Pitts JDP:crm City Administrator June 12, 1972 Clerk of the Council 217 North Main Street Santa Ana, California 92701 Great Western Reclamation, Inc, P.O. Box 2337 Santa Ana, California 92707 STOCK TRANSFER REQUEST; YOUR LETTER DATED MAY 25, 1.972 At its regular meeting held on June 5, 1972, the City Council deleted the subject item from its Agenda as requested in your letter dated June 5, 1972. Please call if we may be of further assistance, lil Florence 1. Malone Clerk of the Council { • ( v r great kled ten. Recta ration, Inc. y4?) 44, / . h, REFUSE REMOVAL /J t.t,t.. «- CO , 1 P. 0. BOX 2337 SANTA ANA. CALIFORNIA 92707 PHONE: 557-6922 June 5, 1972 Mayor, Loren Griset City Clerk, Dorothy Malone City of Santa Ana City Hall Santa Ana, California RE : Agenda Item #60 - Great Western Reclamation Request Dear Mayor Grisets We have filed with your Honorable -City a :request that you consent to the exchange of our company stock for that of SCA Services, Inc. It has °been scheduled for your afternoon agenda as item #60. . The representatives of SCA Services, Inc. have retained Rutan &Tucker, Attorneys of your City, to assist them in developing and providing additional information for the City's consideration. There has not been enough time for them to accomplish this work and we therefor ask you to remove this item from considera- tion on your June 5, 1972 agenda. Sincerely yours, GREAT WESTERN RECLAMATION, INC. Oct By u T omas L. : ac man, Presisen ACTION OF COUNCIL 4+6 ter/ PP DAT E � � _ ka CLERK OF THE COUNCIL 9-eat ?deotent Reclamation, Inc. REFUSE REMOVAL P. 0. Box 2337 SANTA ANA, CALIFORNIA 92707 PHONE: 57-6922 AC1]ON CF CC .0NCi .. May 25 , 1972 Gf Q,tf.� art, civ-�<i.✓'s•c— c1 4/1 The Honorable Lorin Griset Mayor and Councilman of the City of Santa Ana 217 North Main Street r Santa Ana, California 92701 CLERK Or THE COUNCIL Re: GreatWestern Reclamation, Inc. Dear Mayor Griset: This letter is submitted for your consideration in connection with the concurrent request made by Great Western Reclamation, Inc. , to Mr. Carl Thornton, City Manager, that the agenda of the meeting of the City Council to beheld Monday, June '5 , 1972 , include consid- eration by the City Council of it's consent to the transfer by the shareholders of 'Great Western Reclamation, Inc. ,' of all of the outstanding shares of "'stock of said corporation'`to SCA Services, Inc. The shareholders propose to transfer all of said shares in exchange for shares of stock in SCA Services, Inc. The share- holders will thus continue to have an interest in Great Western Reclamation, Inc. SCA Services , Inc. , is a publicly held corporation, which provides solid waste management services from coast to coast, including such metropolitan areas as Los Angeles, Boston, St. Louis , Akron, and Raleigh. It operates its own fleet of trucks and owns significant amounts of containers, compactors , and other specialized equipment. As of December 31, 1971, SCA Services had current assets of $13 .2 million, current liabilities of $9 million, long-term debt of $2 . 6 million, and stockholders ° equity of $19 . 3 million. In addition, SCA Services has arranged a $15 million unsecured line of intermediate-term credit with one bank. SCA Services increasingly enjoys certain economies of scale, including volume buying and centralized regional maintenance. In addition to the economies of scale, the ownership of Great Western Reclamation, Inc. , by SCA Services will enable Great Western Reclamation, Inc. , to more readily introduce additional and new scientific management techniques , which will promote the efficiency of service provided by Great Western Reclamation, Inc. The availability of capital in larger quantities and at more attractive rates will further strengthen the ;74/ The Honorable Lorin Griset May 25 , 1972 Page Two operation of Great Western Reclamation, Inc. , thereby permitting the employment of more complex and efficient equipment. Great Western Reclamation, Inc. , in connection with its present construction plans for the property it recently acquired on Grand Avenue in Santa Ana, has done certain preliminary development and entered into negotiations in connection with the recycling of paper products . One of the obstacles to the full development of a recycling operation has been the substantial amount of capital required in such a venture. SCA Services , Inc. , is fully aware of the mass problems arising from the mounting pollution threats and the steady decline in the availability of property for land fill purposes . Said company has , therefore, been experimenting with recycling methods and has been studying alternative ways of handling the disposal of solid waste, a situation of growing concern. The transfer of ownership of the shares of Great Western Reclamation, Inc. , will enhance the probabilities of development of recycling methods and in particular the development of a recycling operation related to paper products . It should be kept in mind that Great Western Reclamation, Inc. , will continue to be subject to the close control of the City of Santa Ana following the transfer of the shares . Subsection (e) of Section 3 of the Specifications relating to refuse collection services requires that Great Western Reclamation, Inc. , cure any default within five days . Great Western Reclamation, Inc. ° s failure to cure or remedy any default within the five-day period results in termination of the contract. In addition, if, in the opinion of the Director of Public Works of Santa Ana, Great Western Reclamation, Inc. , should continue to neglect or refuse to comply with the Regulations of the Director and the contract, the City may, at its option, terminate the contract. SCA Services, Inc. , is fully aware of this complete control which rests in the City of Santa Ana and not only accepts the responsibil- ities which are therefore imposed upon Great Western Reclamation, Inc. , but also is fully capable of meeting those responsibilities . It is submitted that the consent to transfer of the shares of Great Western Reclamation, Inc. , by the shareholders to SCA Services, Inc. , is in the best interests of the City of Santa Ana, in that SCA Services , Inc. , is a responsible organization, adequately financed, with full technical knowledge and can and will provide the necessary direction to Great Western Reclamation, Inc. , in the performance of its obliga- tions under its contract with the City of Santa Ana. Furthermore, 7 The Honorable Lorin Griset May 25, 1972 Page Three the resources of SCA Services, Inc. , will be available to enable Great Western Reclamation, Inc. , to progress more speedily and effectively in connection with the mounting pollution threats. SCA Services, Inc. , is committed to the continued employment of the Blackmans by Great Western Reclamation, Inc. The transfer will result in the addition of the strength of SCA Services , Inc. , to Great Western Reclamation, Inc. , without in any way impairing the present strength of Great Western Reclamation, Inc. Respectfully requested, GREAT WESTERN RECLAMATION, INC. By: Thomas L. Blackman, President TLB:df ACTION OF COUNCIL t✓l..! F n 1./4 e p i `.. .. 141, '',FROM; Albert A. Ruttner Barton Steil., President RUDER t FINN ' ICORPORATED S "I:RVICES. INC. • 110 East 59t. .reet ,:I 17 ,ate. Street New York,-New York :10022 5Ooston, Massachusetts -02109, (212) 759-1800 (617) 723-7340 FOR; • SCA SERVICES, INC. FOR IMMEDIATE. RELEASE • SCA SERVICES, ITIC. R_ECEIVIS $1 S 'Mli,'L ION LINE OF CREDIT jij' • FROM FIRST NAT'ONAI. BANK OFSO TOy B05T0N, Ne$sachusetts, .April 7, 19714- SCA Services-, Inc. , has boon granted a $15 million unsecured revolving term loan by- the First Netlene.l Bank of Boston, it was announced today by Berton. Steir,, SCA president. I . The Intermediate-term credit, which will retain 1n effect through €' June 30, 1974, will be used by SCA primarily for working capital and for 1 the Company's expansion program. , SCA I, a Boston-basad service company specializing In related f . services to commercial . Industrial , institutional and governmental customers. 1 : Operations Include solid waste manaSement, building melntenence, protection 4 ' fi services (guards and systems), vending/food service and group travel . # # 11 E T2ki- 1 ' FROM: Albert A. tner rton Steir, President RUDER & FINN, INCORPORATED SCA SERVICES , INC. 110 East 59th Street 27 State Street New York, New York 10022 Boston, Massachusetts 02109 (212) 759-1800 (617) 723-7340 FOR: SCA SERVICES, INC. IMMEDIATE RELEASE SCA SERVICES, INC. ACQUIRES DEFRANK & SONS, INC. BOSTON, Massachusetts, March 13, 1972 -- SCA Services , Inc. , has completed the acquisition and integration of DeFrank S. Sons , Inc. and affiliated companies. This was announced today by Berton Steir, SCA president. The DeFrank companies provide building maintenance services to hospitals and to industrial , commercial and other institutional clients throughout Connecticut and parts of Massachusetts. A family-run business, DeFrank & Sons, Inc. and affiliated companies were one of the first to develop a complete program for the professional outside management of hospital housekeeping. As is the case with many of SCA's subsidiaries , the DeFrank companies will continue to be managed by the former owners. The acquisition was accomplished through an exchange of stock, the details of which were undisclosed. SCA is a service company specializing in the fields of waste management, building maintenance, security, vending and food services , and, in addition, has a division which engages in group tour operations. The company offers these multiple support services through the same marketing channel directly to industry, institutions , private groups and government. ' FROM: Albert A. rtuttner Berton Steir, President RUDER & FINN, INCORPORATED SCA SERVICES, INC. 110 East 59th Street 27 State Street New York, New York 10022 Boston, Massachusetts 02109 (212) 759-1000 (617) 723-73L0 FOR: SCA SERVICES , !NC. FOR IMMEDIATE RELEASE SCA SERVICES, INC. ACOUIRES • VIOLA-OWNED COMPANIES BOSTON , Massachusetts, March 23 , 1972 -- SCA Services , Inc. , a Boston-based company specializing in solid waste management, building maintenance, and security/guard services has acquired two New Jersey solid waste management companies, industrial Haulage Corp. and Avon Landfill Corp., It was announced today by Berton Steir, SCA president. The New Jersey-based companies will continue to be managed by the former chief executive officers and owners , Louis Viola and his sons , Thomas C. Viola and Frank F. Viola. In addition to the acquired companies , certain assets of Intercity Service Inc. (also a Viola-owned company) are also being acquired by SCA. The acquisitions were approved by the Public Utilities Commission of the State of New Jersey. The terms were not disclosed. It was noted that the Viola family has been engaged in the solid waste disposal business in the State of New Jersey since 1911 . In this connection, Intercity Service Inc. provides municipal solid waste manage- ment while Industrial provides solid waste disposal for industry. Avon Landfill offers disposal management services. • 'FROM: Albert A, Ruttne Berton Steir, President . RUDER & FINN, INCORPORATED SCA SERVICES, INC. 110 East 59th Street 27 State Street New York, New York 10022 Boston, Massachusetts 02109 (212) 759-1800 (617) 723-7340 FOR: SCA SERVICES, INC. FOR IMMEDIATE RELEASE SCA SERVICES, INC. AGREES TO ACQUIRE COMMERCIAL REMOVAL, INC. BOSTON, Massachusetts , April 12, 1972 -- SCA Services, Inc. has agreed to acquire Commercial Removal , Inc. , a solid waste management and disposal company in Southfield, Michigan, it was announced by Berton Steir, SCA president. The acquisition will be accomplished through an exchange of stock. Commercial Removal , Inc. , one of the largest solid waste management and disposal companies in the Detroit area, had sales of $2.4 million for the fiscal year ended May 31 , 1971 . As with many of SCA's subsidiaries, the Michigan-based company will continue to be operated by its present management. SCA is a Boston-based service company specializing in related services to commercial , industrial , institutional and governmental customers. Operations include solid waste management, building maintenance, protection services (guards and systems) , vending/food service and group travel . For the fiscal nine months ended December 31 , 1971 , SCA had revenues of $38,147,027, as compared with $35,116,952 for the restated period a year earlier, and net income was $1 ,919,193, or 74 cents per share, compared with $1 ,324,412, or 56 cents per share restated. The common stock of SCA is traded in the Over-the-Counter market under the symbols SCAS (NASDAQ, Telequote III , and Scantlin) and SSC (Ultronic) . # # # f e.wL .. rE . ..$..: x SCA SERVICES, INC. l'1111''''( t1''' 27 State Street Boston, Massachusetts 02109 SCA 617-723-7340 SERVICES May 26, 1972 The Honorable Lorin Griset Mayor and Councilman, City of Santa Ana 217 North Main Street Santa Ana, California 92701 My Dear Mayor Griset: Thank you for the opportunity to discuss SCA ' s interest in Great Western Reclamation and the City of Santa Ana . If you have any further questions about SCA ' s intentions or reputation you may be interested in calling Mr. Robert Woods, Vice President of The First National Bank of Boston, at 617-434-2254. The City, in its relationship with Great Western, already has adequate protection against deterioration of service, and all logic points to the fact that the addition of SCA ' s re- sources will add further to the fine service which you now have. You can expect Great Western ' s new facility on Grand Avenue, which will also be the headquarters for activities in Orange County, to be the most modern and up-to-date in the country representing an investment in your community of at least $500, 000 and insuring an even better level of service to the citizens and businesses of Santa Ana. I look forward to seeing you again. Sincerely yours, 1 Lty Berton Steir BS:r1k j ,C".2 ..51{) , S `7l gnat &/e4 tent Reclamation, fine. REFUSE REMOVAL P. 0 Box 2337 SANTA ANA, CALIFORNIA 92707 PHONE: 549 2236 May 25, 1972 Mr. Carl Thornton City Manager City of Santa Ana 217 North Maip Street Santa Ana, California 92701 pear Carl': The sh4rsholders of reat Western Reclamation, Inc. , desire to transfer all of the shares of said corporation to SCA Services, Inc. , and request ,that the matter of the consent of the City Council to such transfer be placed on the agenda of the 7mA:tlng, to be held Monday, Jube 5, 1972. „ , 2 espectfu11y, URPA')Y WESTERN RECLANI4TION, INC,-- 8y: Thomas . 81a dna e Presiden TLB:df SCA SERVICES, INC. 27 State Street Boston, Massachusetts 02109 +SCA 617-723-7340 SERVICES May 17, 1972 The Honorable Carl Thornton City Manager City of Santa Ana Santa Ana, California 92701 Dear Mr. Thornton: Re Great Western Reclamation, Inc. I appreciated the opportunity of discussing with you the matter of the proposed merger between Great Western Reclamation, Inc. , and SCA Services, Inc. It is my understanding that since our last visit there have been further inquiries in regard to the background of this proposed transaction. In order that you and the entire City Council of the City of Santa Ana will be aware of the true perspective of the matter, I submit the following: Technically, this would be a true merger rather than a purchase in the sense that the Blackman family is not selling out but is in fact maintaining the present relationship with the City of Santa Ana and adding a substantial amount of further capability. SCA Services, Inc. , in similar transactions with other companies throughout the country, has insisted that the key management people remain to carry on with the day-to-day decisions, policy, and service functions . This is certainly true of Great Western Reclamation, Inc. , in that long-term employment agreements would be entered into with each of the key management personnel of said corporation. What SCA Services, Inc. , can supply in addition is a sub- stantially larger financial capability which will insure that Great Western Reclamation, Inc. , will always have a full and total capa- bility of meeting all of the capital needs for new technology as the same develops in the solid waste industry. Not only does this include capital needs for such items as new equipment, more sophisticated packer bodies, transfer stations, but also includes The Honorable Carl Thornton -2- May 17, 1972 capital for needs in the areas of resource recovery, recycling, and anti-pollution devices which all of us are concerned about utilizing in regard to the improvement of our environment. SCA Services , Inc. , being a publically-owned company, is under the close surveillance of a number of governmental bodies so that the conduct of business is accomplished at all times in a highly effective and most ethical manner. In order to obviate any concern about authority for decision-making, this is to confirm that should the City approve the proposed transfer, SCA Services, Inc. , will undertake that during the life of the franchise and any extensions thereof, management prerogatives and decision-making with respect to the City of Santa Ana refuse collection service will be vested with the Blackmans and in the event of some emergency or catastrophe requiring a replacement, such replacement would be submitted to the City of Santa Ana for review and approval. We feel that your City Council, in approving this pro- posed merger, would not only be able to retain Great Western Reclamation, Inc. , in its present form but also would add many advantages as described above. Sincerely, } Berton Steir BS:EW President JOHN E.ANDERSON LAW OFFICES JAMES H.KINDEL,JR. FREDERICK R.MPERIEN KINDEL & ANDERSON ERNEST J.ZACK DAVID E.AGNEW LOS ANGELES OFFICE ROBERT S.BARNES I0I6 NORTH BROADWAY 510 SOUTH SPRING STREET BETTE B. HEWITT DONALD H.ALBRECHT SANTA ANA,CALIFORNIA 92701 LOS ANGELES,CALIFORNIA 90013 ROY E.POTTS MADISON 6-5551 GAVIN MILLER KIMBERLY 7-0701 PAUL FREDERIC MARX CABLE ADDRESS ROBERBRUCE E.CAR LEON August 17, 1964 KAYANDA ROBERT .CAR SR August _L ANGELO J. PALMIERI PAUL L.FREESE KEITH A.PURSEL REFER TO FILE NO. JOHN E.BRECKENRIDGE R.LAYMAN ROBERT 7850 R.SURGE DAVID MITCHELL OVVEN 0.FIORE JAMES M. KE Pp MALCOLM GEORGE SMITH 0. R.CARL MITCHELL RUSSELLHANSON 0 RUSSELL W. B00A CKM MEAT H. BOOMEYER MILTON COPELAND Mr. Carl Thornton City Manager City of Santa Ana 3rd and Main Street Santa Ana, California Re : Great Western Reclamation, Inc . Dear Mr. Thornton: Please be advised that ownership of the stock of Great Western Reclamation, Inc . has been transferred to Mr. Thomas L. Blackman who is now a resident of the county. As you will recall, the franchise requires the consent or approval of the City to stock transfer, and we will appreciate it if you will consider this a request for same . Very trq.y yours, Robert S. Barnes of Kindel & Anderson RSB:rw rt P a i 3` :'y l 'id� LieWitid 171 —4, • JOHN E.ANDERSON LAW OFFICES JAMES H. KINDEL,JR. FREDERICK R. M=BRIEN KINDEL & ANDERSON ERNEST J. ZACK DAVID E.AGNEW LOS ANGELES OFFICE ROBERT S. BARNES 1016 NORTH BROADWAY BIO SOUTH SPRING STREET BETTEB. HEWITT ALBRECHTSANTA ANA,CALIFORNIA LOS ANGELES IS, CALIFORNIA DONALD TTS R ROY N.MMADISON 6'5551 PAUMILLER KIMBERLY 7-0701 PAULBRT E.CAR MARX CABLE ADDRESS ROBERT E.CARLSON 'I ROBERT D. MAcDONALD August 19, 1963 KAYANDA BRUCESUMNER ANGELO J. PALMIERI PAUL L PRESSE KEITH A.PURSEL REFER TO FILE NO. JOHN E. BRECKENRIDGE WILBUR D. LAYMAN 7850 ROBERT R. BURGS DAVID W. MITCHELL OWEN G. FIORE JAMES R. KNAPP MALCOLM GEORGE SMITH D. CARL MITCHELL BRUCE D.VARNER RONDELL B. HANSON I Mr. Carl Thornton, City Manager City of Santa Ana Third and Main Streets Santa Ana, California Re: Great Western Reclamation, Inc . Dear Mr. Thornton: In correspondence under date of July 12, 1963 you were advised by the undersigned of a modification of stock ownership in Great Western. Please be advised that an application for a permit to issue common stock has been filed with the California Corporation Commissioner wherein stock will be issued as follows: Tilghman Taylor 30% William Poindexter 30% Thomas L. Blackman 30% Robert S. Barnes 10% Very truly yours, do?SITErhe s�Y9/ RSB:rw 8961 Gg9nv THE UNDERSIGNED do hereby declare under the penalty of perjury that any stock or other evidence of ownership of any kind or nature whatsoever of GREAT WESTERN RECLAMATION, INC . hereafter acquired or presently11 possessed is the sole and separate property of the under- signed (subject to any community interest any spouse may possess ) and is not held in trust for any other person or entity nor is the undersigned acting as the agent for any other person or entity as an officer of GREAT WESTERN RECLAMATION, INC . The Directors of GREAT WESTERN RECLAMATION, INC . consist of MARVIN 0. FARLEY TILGHMAN A. TAYLOR WILLIAM POINDEXTER ROBERT S . BARNES DATED: June 28, 1963. : ere > , 7 /r/ etaf ad/; ‘,1"n av r{ r STATE OF CALIFORNIA ) SEAL ss . COUNTY OF ORANGE ) On June 28, 1963, before me, the undersigned, a Notary Public in and for said County and State, personally appeared Marvin 0 . Farley, Tilghman A . Taylor, William Poindexter, and Robert S . Barnes, known to me to be the persons whose names sub- scribed to the within instrument and acknowledged that they executed the same. WITNESS my hand and off tial seal . ,/i i th} Notary Public in a Oor said County and State 'ETFIEL S. GERBER My Commission Expires Dec. 2, 1966