ServiceMaster announces successful completion of due diligence in Barefoot transaction

Business Wire, Dec 26, 1996

DOWNERS GROVE, Ill.--(BUSINESS WIRE)--Dec. 26, 1996-- ServiceMaster (NYSE:SVM) today announced that it has successfully completed final due diligence related to its previously announced proposed acquisition of Barefoot Inc. (NASDAQ:BARE) and will proceed with the transaction as planned.

ServiceMaster and Barefoot announced on December 5 a definitive agreement on a business combination. The transaction is to be carried out through a tender offer in which ServiceMaster will offer Barefoot stockholders $16 per share in either cash or an equivalent amount of ServiceMaster shares, at their election.

The consummation of the transaction will require registration of ServiceMaster shares with the Securities and Exchange Commission and receipt of Hart-Scott-Rodino anti-trust approval. The tender offer will begin upon fulfillment of these requirements. Closing of the transaction is contingent upon participation in the tender offer by the holders of at least 75 percent of Barefoot's 14.5 million outstanding shares.

ServiceMaster serves more than 6 million customers in the United States and in 30 countries around the world, with annual customer level revenue of more than $4.5 billion. ServiceMaster is a network of quality service companies with two major operating segments, ServiceMaster Consumer Services and ServiceMaster Management Services, and two emerging business units, ServiceMaster Diversified Health Services and International.

ServiceMaster Consumer Services includes seven market-leading companies -- TruGreen-ChemLawn, Terminix, ServiceMaster Residential and Commercial Services, Merry Maids, American Home Shield, AmeriSpec and Furniture Medic -- which operate through the ServiceMaster Quality Service Network of over 5,500 U.S. company-owned and franchised businesses.

ServiceMaster Management Services has over 2,500 customers and is the leading facilities management company serving education, healthcare and business and industrial facilities with management of plant operations and maintenance, house-keeping, clinical equipment maintenance, food service, laundry, grounds and energy.

ServiceMaster Diversified Health Services provides a broad range of services to home care, assisted living, subacute and long-term care markets, with more than 145 health care facilities under contract.

ServiceMaster International includes both direct operations and a variety of license agreements in 30 foreign countries, which provide the broad range of the company's services.

CONTACT: The ServiceMaster Company L.P., Downers Grove

Claire Buchan, 630/271-2150