<PAGE>
UNAUDITED PRO FORMA CONDENSED BALANCE SHEET
AS OF JUNE 30, 1995
(IN THOUSANDS, EXCEPT FOR PER SHARE AMOUNTS)
<TABLE>
<CAPTION>
PRO FORMA ADJUSTMENTS
-----------------------------------
ENERGY
HISTORICAL INDUSTRIES CIMARRON
(1) SALE(2) SALE(3) AS ADJUSTED
---------- ---------------------- ----------- -----------
<S> <C> <C> <C> <C>
Current Assets
Cash $ 4,158 $131,616 $ 21,398 $112,395
(2,227) (750)
(26,800)
(14,000)
(1,000)
Other current assets 89,628 (34,371) (7,485) 47,772
-------- -------- -------- --------
Total current assets 93,786 53,218 13,163 160,167
Investments and other assets 51,902 (7,817) (6,769) 32,050
(20,016) 750
14,000
Property and equipment, net 123,898 (59,497) (16,940) 47,461
-------- -------- -------- --------
Total assets $269,586 $(20,112) $ (9,796) $239,678
======== ======== ======== ========
Current Liabilities
Current maturities of long
-term debt $ 8,866 $ (429) $ (1,987) $ 6,450
Other current liabilities 36,256 (6,637) (7,809) 21,810
-------- -------- -------- --------
Total current liabilities 45,122 (7,066) (9,796) 28,260
Long-term debt 61,948 (27,563) 34,385
Other liabilities 19,365 19,365
Stockholders equity 143,151 14,517 157,668
-------- -------- -------- --------
Total liabilities and stock-
holders' equity $269,586 $(20,112) $ (9,796) $239,678
======== ======== ======== ========
Book value per share $ 4.84 $ 0.49 $ 0 $ 5.33
</TABLE>
The following notes set forth the explanations and assumptions used in
preparing the unaudited pro forma condensed balance sheet as of June 30, 1995
(amounts in thousands).
(1) The Company's historical balance sheet at June 30, 1995 has been restated to
reflect Energy Industries as a continuing operation.
(2) To record the sale of Energy Industries, which resulted in net proceeds to
the Company of $89,816, comprised of gross proceeds of $131,616 (purchase
price of $130,000 plus a net asset value adjustment as of June 30, 1995 of
$1,616) less: $26,800 repayment of debt, $14,000 in estimated federal and
state income taxes and $1,000 in estimated commissions and fees. As of June
30, 1995, the after-tax book gain was estimated to have been $14,517.
(3) To record the sale of Cimarron. Because the sale price has not been
determined, the pro forma adjustments assume that the sale price will
approximate the recorded net book value of Cimarron of $22,159 as of June
30, 1995.
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