SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
__________
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) JUNE 15, 1998
UNITED STATES FILTER CORPORATION
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(Exact name of registrant as specified in its charter)
DELAWARE 1-10728 33-0266015
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(State or other jurisdiction (Commission (I.R.S. Employer
of incorporation or File Number) Identification No.)
organization)
40-004 COOK STREET, PALM DESERT, CALIFORNIA 92211
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(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code (760) 340-0098
ITEM 5. OTHER EVENTS
On June 15, 1998, United States Filter Corporation, a Delaware
Corporation ("U.S. Filter"), issued the press release attached hereto as
Exhibit 99.1, announcing the completion of U.S. Filter's acquisition of
Culligan Water Technologies, Inc., a Delaware corporation ("Culligan").
The acquisition was effected by means of the merger (the "Merger") of Palm
Water Acquisition Corp., a Delaware corporation and a wholly owned
subsidiary of U.S. Filter, with and into Culligan, with Culligan surviving
the Merger as a wholly owned subsidiary of U.S. Filter. The Merger was
effected on June 15, 1998 after both U.S. Filter and Culligan received
stockholder approval for the Merger at special meetings of stockholders
held on such date.
ITEM 7. FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION AND EXHIBITS
(c) Exhibits
EXHIBIT DESCRIPTION
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99.1 Press Release of United States Filter Corporation dated
June 15, 1998.
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 hereunder duly authorized.
Dated: June 23, 1998
UNITED STATES FILTER CORPORATION
By: /s/ Damian C. Georgino
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Name: Damian C. Georgino
Title: Executive Vice President,
General Counsel and
Corporate Secretary
EXHIBIT 99.1
[UNITED STATES FILTER CORPORATION LETTERHEAD]
NEWS RELEASE
Dorrie Osborne Jeff Crider
U.S. Filter U.S. Filter
40-004 Cook Street 40-004 Cook Street
Palm Desert, CA 92211 Palm Desert, CA 92211
Phone: (760) 340-0098 Phone: (760) 341-8173
Fax: (760) 341-9368 Fax: (760) 341-9368
UNITED STATES FILTER CORPORATION COMPLETES ACQUISITION
OF CULLIGAN WATER TECHNOLOGIES, INC.
PALM DESERT, Calf., (June 15, 1998) - United States Filter Corporation
(NYSE:USF) announced today that it completed the acquisition of Culligan
Water Technologies, Inc.
The acquisition of Culligan, a Northbrook, Ill.-based manufacturer and
distributor of water purification and treatment products, was approved by
Culligan stockholders and U.S. Filter stockholders at special stockholder
meetings of both companies today. The transaction will be effective at
4:01 p.m. EST.
The acquisition was completed through a stock-for-stock, tax-free merger
valued at approximately $1.5 billion, and will be treated as a pooling of
interests. As previously announced, each share of Culligan common stock
will be exchanged for 1.875 shares of U.S. Filter common stock or
approximately $58.71 per Culligan share (based upon the closing price of
U.S. Filter common stock on June 12, 1998).
The acquisition of Culligan will further consolidate U.S. Filter's
position as the world's largest global water treatment company.
Combined, the two companies will have more than $4.5 billion in revenues,
2,000 locations, and more than 20,000 employees in 90 countries. Culligan
has annualized revenues of approximately $760 million, with about 4,000
employees worldwide and a three-year compounded growth rate of 22 percent.
"Culligan will serve as our platform as we move into the high growth,
high margin consumer water products business," said Richard J. Heckmann,
U.S. Filter's chairman and chief executive officer.
"As the country's most recognized brand, with an unequaled worldwide
dealer network, we see this transaction as key to our goal of being the
world's leading water company."
With annualized revenues of over $3.5 billion before the Culligan
acquisition, U.S. Filter is the leading global provider of industrial,
municipal and residential water and wastewater treatment systems, products
and services, with an installed base U.S. Filter believes is the largest
worldwide. U.S. Filter, which is based in Palm Desert, Calif., invites you
to visit its web site at http://www.usfilter.com.
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