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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
June 11, 1997 (June 4, 1997)
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Date of Report (Date of earliest event reported)
Laidlaw Environmental Services, Inc.
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(Exact name of registrant as specified in its charter)
Delaware 1-8368 51-0228924
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(State or other jurisdiction) (Commission (IRS Employer
of incorporation) File Number) Identification No.)
1301 Gervais Street, Columbia, South Carolina 29201
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(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: (803)933-4200
(Former name or former address, if changed since last report.)
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Exhibit Index on Page 4 of 5
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ITEM 4. CHANGES IN REGISTRANT'S CERTIFYING ACCOUNTANT
KPMG Peat Marwick LLP, Wilmington, Delaware (KPMG) served as independent
accountant for the Registrant for the years ended September 30, 1996, 1995 and
1994. On June 4, 1997, the Board of Directors of the Registrant approved the
engagement of Coopers & Lybrand L.L.P.(C & L), replacing KPMG as the
Registrant's independent accountant.
C & L served as independent accountant of the Laidlaw subsidiaries (the
"Accounting Acquirer") prior to the Acquisition previously disclosed in the
Registrant's Current Report on Form 8-K filed May 30, 1997. The engagement of C
& L by the Registrant merely continues the engagement of C & L as independent
accountant of the combined company.
KPMG's report on the Registrant's financial statements for each of the past two
years did not contain an adverse opinion nor a disclaimer of opinion, nor was
such report qualified or modified as to uncertainty, audit scope or accounting
principles. During the Registrant's two most recent fiscal years and during the
period from October 1, 1996, until June 4, 1997, there were no disagreements
with KPMG on any matter of accounting principles or practices, financial
statement disclosure, or auditing scope or procedure, which would have caused
KPMG to make reference to the subject matter of such disagreement in connection
with their report.
In accordance with the provisions of Section 304 (a)(3) of Regulation S-K, a
letter from KPMG is provided as Exhibit 16 herewith.
ITEM 5. OTHER INFORMATION.
On June 4, 1997, in furtherance of the Registrant's shareholder-approved reverse
acquisition and change in control previously disclosed in the Registrant's
Current Report on Form 8-K filed with the Exchange May 30, 1997, James L.
Wareham and David E. Thomas, Jr. were appointed Directors by the Registrant's
Board of Directors, increasing the number of directors to nine. Mr. Wareham,
whose term expires at the 1998 annual meeting, is President of AK Steel
Corporation. Mr. Thomas, whose term expires at the 2000 annual meeting, is
Senior Managing Director, Head of Investment Banking Group for Raymond James &
Associates, Inc.
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SIGNATURES
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.
Laidlaw Environmental Services, Inc.
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(Registrant)
Date: June 11, 1997 By: /s/ Henry H. Taylor
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Henry H. Taylor
Vice President, General Counsel, and Secretary
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EXHIBIT INDEX
Exhibit Page
Number Description Number
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16 Letter regarding change in certifying accountant 5
Page 4 of 5
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EXHIBIT 16
[PEAT MARWICK LLP LETTERHEAD]
1201 Market Street Telephone 302 425 0100 Telefax 302 858 8727
Suite 1400
Wilmington, DE 19801-1806
June 11, 1997
Securities and Exchange Commission
Washington, D.C. 20549
Ladies and Gentlemen:
We were previously principal accountants for Laidlaw Environmental Services,
Inc. (formerly Rollins Environmental Services, Inc.) and under the date of
November 8, 1996, (except for the last paragraph under the footnote
"Indebtedness", which is as of November 27, 1996) we reported on the
consolidated financial statements of Rollins Environmental Services, Inc. and
subsidiaries as of and for the years ended September 30, 1996 and 1995. On
June 4, 1997, our appointment as principal accountants was terminated. We have
read Laidlaw Environmental Services, Inc.'s statements included under Item 4 of
this Form 8-K dated June 11, 1997, and we agree with such statements, except
that we are not in a position to agree or disagree with Laidlaw Environmental
Services, Inc.'s stated reason for changing principal accountants.
Very truly yours,
KPMG Peat Marwick LLP