Information Rquest





WHAT IS THE HISTORY OF THE COMPANY?
The Company began in the 1950s as Kaneb Pipe Line Company. In 1972, it began trading on the New York Stock exchange as Kaneb Services, Inc. Furmanite International was purchased by Kaneb Services, Inc. in 1991. In 2001, Kaneb Services, Inc. became Xanser Corporation subsequent to the spin-off of pipeline assets that started the company. In December 2005, the acquisition of the services assets from Flowserve was finalized and then in May 2007 the name changed to Furmanite Corporation to reflect the significant technical services operations. In each of these name changes no surrender of certificates was required, therefore a Kaneb Services, Inc. certificate today represents the stated number of shares of Furmanite Corporation.


HOW CAN I RECEIVE HARD COPIES OR ELECTRONIC COPIES OF THE COMPANY’S PUBLICLY FILED DOCUMENTS AND NEWS RELEASES?
Either telephone 972-699-4055 or email your requests to investor@furmanite.com.


CAN I BUY STOCK DIRECT FROM FURMANITE?
Furmanite does not have a direct purchase program.


I HAVE SOME XANSER STOCK. WAS THERE A SPIN-OFF?
In 2001, Kaneb Services Inc. changed its name to Xanser Corporation as a result of the distribution of the pipeline and terminaling assets. Your certificate is still good for Furmanite stock.


I HAVE SOME KANEB SERVICES LLC STOCK. IS IT STILL GOOD?
Kaneb Services LLC was purchased for cash by Valero LP in July 2005. The contact number for investor relations department there is 210-345-2896.


CAN YOU EXPLAIN THE RIGHTS AGREEMENT NOTICE THAT STOCKHOLDERS OF RECORD RECEIVED IN APRIL 2008?
The Rights Agreement replaces a substantially similar plan that was adopted in 1998 expired by its terms on April 19, 2008. The Agreement provides for a dividend distribution of rights to purchase shares of Furmanite's Series B Junior Participating Preferred Stock (or, in certain circumstances, Common Stock), exercisable upon the occurrence of certain events. The shareholder would receive one right for each share of Furmanite's Common Stock owned at the time of such an event.


WHY DOES FURMANITE CORPORATION HAVE AN ANTI-TAKEOVER PROVISION?
The Board of Directors and the Company's management believe that the Rights Agreement adopted on April 19, 2008 protects stockholders' interests in the event of a coercive or unfair takeover tactic. The Agreement contains provisions to protect stockholders in the event of an unsolicited offer to acquire the Company, including offers that do not treat all stockholders equally, the acquisition in the open market of shares constituting control without offering fair value to all stockholders, and other coercive or unfair takeover tactics which could impair the Board's ability to represent your interests fully. The Agreement is not intended to prevent an acquisition of the Company on terms that are favorable and fair to all stockholders, and will not do so. The Agreement is designed to deal with the very serious problem of unilateral actions by hostile persons that are calculated to deprive a company's board and its stockholders of their ability to determine the destiny of the Company. However, the mere declaration of the rights dividend should not affect any prospective offeror willing to make an all cash offer at a full and fair price, or to negotiate with the Board of Directors, and certainly will not interfere with a merger or other business combination transaction that the Board of Directors approves as fair and as constituting a recognition of full value to the stockholders.

 


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