HomeMy WebLinkAboutGREAT WESTERN RECLAMATION, INC.- STOCK ASSIGNMENTS •
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`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
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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
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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
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City of
,, r4, 72� O / 3UNTINGTON PARK
California
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=r- au �,.; 6611IC CENTER HUNTINGTON PARK 90255 • (213) 582-6161
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-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
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- - ,
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
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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
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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.
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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
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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
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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
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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) .
# # #
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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 > ,
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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