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SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13D
Under the Securities Exchange Act of 1934
(Amendment No. 3)*
REPUBLIC WASTE INDUSTRIES, INC.
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(Name of Issuer)
Common Stock, $0.01 Par Value
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(Title of Class of Securities)
760934 10 9
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(CUSIP Number)
Jonathan L. Awner, Esq.
Akerman, Senterfitt & Eidson, P.A.
801 Brickell Avenue
Suite 2400
Miami, FL 33131
(305) 374-5600
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(Name, Address and Telephone Number of Person
Authorized to Receive Notices and Communications)
October 27, 1995
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(Date of Event which Requires Filing
of this Statement)
If the filing person has previously filed a statement on Schedule 13G to report
the acquisition which is the subject of this Schedule 13D, and is filing this
schedule because of Rule 13d--1(b)(3) or (4), check the following box [ ].
Check the following box if a fee is being paid with this statement [ ]. (A fee
is not required only if the reporting person: (1) has a previous statement on
file reporting beneficial ownership of more than five percent of the class of
securities described in Item 1; and (2) has filed no amendment subsequent
thereto reporting beneficial ownership of five percent or less of such class.)
(See Rule 13d-7.)
*The remainder of this cover page shall be filled out for a reporting person's
initial filing on this form with respect to the subject class of securities,
and for any subsequent amendment containing information which would alter the
disclosures provided in a prior cover page.
The information required in the remainder of this cover page shall not be
deemed to be "filed" for the purpose of Section 18 of the Securities Exchange
Act of 1934, as amended (the "Act") or otherwise subject to the liabilities of
that section of the Act but shall be subject to all other provisions of the Act
(however, see the Notes.)
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SCHEDULE 13D
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CUSIP No. 760934109
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(1) Names of Reporting Persons. S.S. or I.R.S. H. Wayne Huizenga
Identification Nos. of Above Person
(2) Check the Appropriate Box if (a)
a Member of a Group (See Instructions) (b)x
(3) SEC Use Only
(4) Source of Funds (See Instructions) BK,00
(5) Check if Disclosure of Legal
Proceedings is Required
Pursuant to Items 2(d) or 2(e)
(6) Citizenship or Place of Organization United States
Number of Shares (7) Sole Voting Power 14,500,000
Beneficially
Owned by Each (8) Shared Voting Power -0-
Reporting
Person With (9) Sole Dispositive Power 14,500,000
(10) Shared Dispositive Power -0-
(11) Aggregate Amount Beneficially 14,500,000
Owned by Each Reporting Person
(12) Check if the Aggregate Amount
in Row (11) Excludes Certain
Shares (See Instructions)
(13) Percent of Class Represented 20.1%
by Amount in Row (11)
(14) Type of Reporting Person (See Instructions) IN
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The Reporting Person listed on the cover page to this Schedule 13D
hereby makes the following Statement pursuant to Section 13(d) of the
Securities Exchange Act of 1934 (the "Exchange Act") and the rules and
regulations promulgated thereunder. This Statement is an amendment to the
Schedule 13D filed on May 21, 1995, as amended by Amendment No. 1 filed on
July 17, 1995 and Amendment No. 2 filed on August 11, 1995 (the "Original
Schedule 13D"). The Original Schedule 13D is hereby amended as follows:
(a) Item 3 of the Original Schedule 13D is amended by deleting it in
its entirety and by replacing it with the following Item 3:
ITEM 3. SOURCE AND AMOUNT OF FUNDS OR OTHER CONSIDERATION.
The source of the $31,250,000 used by Huizenga for his purchase (as
described in Item 4 hereof) of 5,000,000 shares of Common Stock and warrants
to purchase 8,000,000 shares of Common Stock from the Issuer was funds
borrowed by Huizenga in the ordinary course of business from a bank. If
and when Huizenga elects to exercise the warrants held by him which entitle
him to purchase 8,000,000 shares of Common Stock, Huizenga presently
anticipates that the $43,000,000 that will be required to be paid by
Huizenga for the shares of Common Stock issuable upon the exercise of such
warrants will be obtained from personal funds of Huizenga. If and when
Huizenga elects to exercise the stock options held by him which entitle him
to purchase 1,500,000 shares of Common Stock, Huizenga presently
anticipates that the $34,875,000 that will be required to be paid by
Huizenga for the shares of Common Stock issuable upon the exercise of such
stock options will be obtained from personal funds of Huizenga.
(b) Item 4 of the Orignal Schedule 13D is amended by inserting after
the last paragraph thereof the following language:
On October 23, 1995, Huizenga gifted to his wife 500,000 shares of
Common Stock owned by him. Huizenga disclaims beneficial ownership of the
500,000 shares of Common Stock held by his wife as a result of said gift.
On October 27, 1995, Huizenga was granted stock options to purchase
500,000 shares of Common Stock (the "1995 Options") under the Issuer's 1995
Employee Stock Option Plan at an exercise price of $20.25 per share of
Common Stock. The 1995 Options are presently exercisable in full.
(c) Item 5 of the Original Schedule 13D is amended by deleting it in
its entirety and by replacing it with the following Item 5.
ITEM 5. INTEREST IN SECURITIES OF THE ISSUER.
As of October 27, 1995, Huizenga owns 4,500,000 shares of Common Stock
and has the present right to acquire 8,000,000 shares of Common Stock (the
"Warrant Shares") through the exercise of the warrants more fully described
in Item 4 and 1,500,000 shares of Common Stock (the "Option Shares")
through the exercise of the Options and the 1995 Options more fully
described in Item 4. Huizenga's wife owns 500,000 shares of Common Stock,
although Huizenga disclaims beneficial ownership of the 500,000 shares of
Common Stock owned by his wife. Huizenga has the sole power to
vote or to direct the voting of, and to dispose or to direct the
disposition of, 14,000,000 shares of Common Stock including the Warrant
Shares and the Option Shares.
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As a result, for purposes of Section 13(d) of the Exchange Act,
Huizenga, on an individual basis may be deemed to beneficially own
14,500,000 shares of Common Stock, including 500,000 shares owned by
his wife, which, in the aggregate, constitutes approximately 20.1% of
the outstanding shares of Common Stock, calculated in accordance with
Rule 13d-3 under the Exchange Act (based on 62,583,074 shares of
Common Stock issued and outstanding as of November 7, 1995 plus the
8,000,000 Warrant Shares and the 1,500,000 Option Shares that Huizenga
beneficially owns which are deemed outstanding for purposes of this
computation).
The only transactions in any securities of the Issuer that were
effected during the past sixty days by Huizenga were the transactions
described herein.
All other provisions of the Original Schedule 13D shall remain
the same.
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SIGNATURE
After reasonable inquiry and to the best of my knowledge and belief, I
certify that the information set forth in this Statement is true, complete and
correct.
DATED: November 7, 1995 /s/ H. Wayne Huizenga
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H. WAYNE HUIZENGA
