SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20547
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of
the Securities Exchange Act of 1934
Date of Report (date of earliest event reported): April 26, 1999
THE SERVICEMASTER COMPANY
(Exact name of registrant as specified in its certificate)
Commission File Number:
Delaware One ServiceMaster Way 36-3858106
Downers Grove, IL 60515
(State or other jurisdiction (Address of (I.R.S. Employer
of incorporation or organization) executive office) Identification No.)
Registrant's telephone number, including area code: (630) 271-1300
-1-
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Item 5. Other Events
Issuance of News Release Regarding Successful Tender Offer for
American Residential Services, Inc.
The ServiceMaster Company, a Delaware corporation, announced the successful
completion of its tender offer for the outstanding shares of American
Residential Services, Inc., a Delaware corporation, at a purchase price of $5.75
per share, through a news release dated April 27, 1999.
Item 7. Financial Statements and Exhibits
Financial Statements:
None
Exhibits:
1. News Release dated April 27, 1999.
Signature
Pursuant to the requirements of the Securities Exchange Act of 1934, the
registrant has duly caused this report to be signed on its behalf by the
undersigned hereunto duly authorized.
THE SERVICEMASTER COMPANY
(Registrant)
By: /s/ Vernon T. Squires
Sr. Vice President and General Counsel
-2-
Exhibit 1 to Form 8-K
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For further information contact:
Claire Buchan, VP Comm, (630)271-2150
Bruce Duncan, VP IR, (630)271-2187
Steve Preston, CFO, (630)271-2637
FOR IMMEDIATE RELEASE
April 27, 1999
SERVICEMASTER ANNOUNCES SUCCESSFUL TENDER OFFER FOR
AMERICAN RESIDENTIAL SERVICES
DOWNERS GROVE, Illinois -- ServiceMaster (NYSE:SVM) today announced
that it has successfully completed its tender offer for the outstanding shares
of American Residential Services (NYSE:ARS) at a purchase price of $5.75 per
share in cash. The tender offer expired at 11:59 p.m. New York City time on
April 26, 1999.
The Company reported that, based on a preliminary count, a total of
15,333,376 shares of ARS common stock had been tendered and all such shares have
been accepted for payment in accordance with the terms of the tender offer. The
shares tendered constitute approximately 96.5 percent of the total outstanding
shares of ARS common stock.
ServiceMaster also announced that ServiceMaster and ARS will shortly
effect a merger, after which ARS will become a wholly-owned subsidiary of
ServiceMaster and all stockholders of ARS common stock who did not tender their
shares will have the right to receive $5.75 per share in cash.
ServiceMaster provides outsourcing services to more than 10.5 million
customers in the United States and in 41 countries around the world, with annual
customer level revenue of $6.4 billion. The core service capabilities of the
Company include lawn care and landscaping, termite and pest control, plumbing,
heating and air conditioning maintenance and repair, appliance maintenance and
repair, cleaning, plant maintenance and supportive management.
These services are provided through a network of over 5,800
company-owned and franchised service centers and business units, operating under
leading brands which include TruGreen-ChemLawn, LandCare, Terminix, American
Home Shield, Rescue Rooter, American Residential Services, ServiceMaster
Residential and Commercial Services, Merry Maids, AmeriSpec, Furniture Medic and
ServiceMaster Management Services.
In accordance with the Private Securities Litigation Reform Act of
1995, the Company notes that statements that look forward in time, which include
everything other than historical information, involve risks and uncertainties
that may affect the Company's actual results of operations. Factors which could
cause actual results to differ materially include the following (among others):
weather conditions adverse to certain of the Company's Consumer Services
businesses, the entry of additional competitors in any of the markets served by
the Company, labor shortages, consolidation of hospitals in the healthcare
market, the condition of the U.S. economy, the inability of key suppliers to
achieve timely Y2K compliance in their delivery systems or the inability of the
Company to make its own systems Y2K compliant, and other factors listed from
time to time in the Company's filings with the Securities and Exchange
Commission.
