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): March 16, 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
<PAGE>
Item 5. Other Events
Issuance of News Release Regarding Average ServiceMaster Share Price in
LandCare Merger.
The ServiceMaster Company, a Delaware corporation (the "Company"),
announced the average ServiceMaster share price in the LandCare Merger through a
news release dated March 16, 1999.
Exhibit:
1. News Release dated March 16, 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
Exhibit 1 to Form 8-K
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For further information contact:
ServiceMaster
Claire Buchan, VP Comm. (630)271-2150
Bruce Duncan, VP IR, (630)271-2187
Steven Preston, CFO, (630)271-2637
LandCare
Peter Forbes, CFO, (713)331-4145
FOR IMMEDIATE RELEASE
March 16, 1999
SERVICEMASTER AND LANDCARE ANNOUNCE AVERAGE
SERVICEMASTER SHARE PRICE IN THE LANDCARE MERGER
DOWNERS GROVE, Illinois and HOUSTON, Texas -- ServiceMaster (NYSE:SVM) and
LandCare USA, Inc. (NYSE:GRW) today announced that the average ServiceMaster
share price applicable to the pending acquisition of LandCare USA Inc. by
ServiceMaster is $18.5219. A meeting of LandCare stockholders to consider and
vote on the merger agreement is scheduled for 10:00 a.m. Central Standard Time
on March 18, 1999. If the merger agreement is approved, LandCare stockholders
will receive ServiceMaster shares in exchange for their LandCare stock based on
an exchange ratio of 0.55 ServiceMaster shares for each LandCare share. The
average ServiceMaster share price was determined by the average New York Stock
Exchange composite tape closing price of ServiceMaster shares for the 20 trading
days ending March 15, 1999.
ServiceMaster serves 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. ServiceMaster is a network of quality service companies with two major
operating segments, ServiceMaster Consumer Services and ServiceMaster Management
Services.
ServiceMaster Consumer Services now includes eight market-leading
companies-- TruGreen-ChemLawn, Terminix, American Home Shield, Rescue Rooter,
ServiceMaster Residential and Commercial Services, Merry Maids, AmeriSpec and
Furniture Medic-- which operate through the ServiceMaster Quality Service
Network of approximately 5,800 U.S. Company-owned locations and franchised
businesses.
ServiceMaster Management Services is the leading facilities management
company serving health care, education, and business and industrial facilities
with management of plant operations and maintenance, housekeeping, clinical
equipment maintenance, food service, laundry, grounds and energy.
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.
