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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
Date of Report (Date of earliest event reported):
March 16, 1998 (March 16, 1998)
Laidlaw Environmental Services, Inc.
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(Exact name of Company as specified in its charter)
Delaware 1-8368 51-0228924
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(State or other (Commission (IRS Employer
jurisdiction File Number) Identification
of incorporation) Number)
1301 Gervais Street, Suite 300, 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
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ITEM 5. OTHER EVENTS
On March 16, 1998 Laidlaw Environmental Services, Inc. ("LESI")
(NYSE:LLE) announced that it has entered into a definitive agreement with
Safety-Kleen Corp. ("SK") (NYSE:SK) providing for the Laidlaw Environmental
Exchange Offer to proceed unimpeded and for the back end merger of Safety-Kleen
into Laidlaw Environmental. The full text of the announcement is reproduced
below.
FOR IMMEDIATE RELEASE
Contact: Kenneth W. Winger
President and Chief Executive Officer
Paul R. Humphreys
Senior Vice President, Finance and Chief Financial Officer
(803) 933-4210
LAIDLAW ENVIRONMENTAL ANNOUNCES MERGER AGREEMENT WITH SAFETY-KLEEN CORP.
Columbia, SC (March 16, 1998) - Laidlaw Environmental Services, Inc. (NYSE:LLE)
announced today that it has entered into a definitive agreement with
Safety-Kleen Corp. (NYSE:SK) providing for the Laidlaw Environmental Exchange
Offer to proceed unimpeded and for the back end merger of Safety-Kleen into
Laidlaw Environmental.
Under the terms of the agreement, Laidlaw Environmental has set the
exchange ratio at 2.80 shares of Laidlaw Environmental common stock for each
share of Safety-Kleen common stock and $18.30 in cash. The offer has been
extended to midnight, New York city time on March 27, 1998. The Safety-Kleen
Board of Directors unanimously recommends that its shareholders tender their
shares.
Kenneth W. Winger, President and CEO of Laidlaw Environmental, stated:
"We are very satisfied that our negotiations and mutual efforts have
resulted in the merger agreement and are gratified that our revised exchange
offer has the full support of Safety-Kleen's Board. In order to allow the back
end merger to become effective at the earliest date, we urge all Safety-Kleen
shareholders to tender their shares in accordance with our offer."
As of March 13, 1998, over 24,180,000 shares of Safety-Kleen common
stock had been validly tendered and not withdrawn.
Safety-Kleen is an environmental and industrial service company which
recycles and processes the waste streams of 400,000 industrial and automotive
customers.
Laidlaw Environmental Services is the leading provider of hazardous and
industrial waste management services to industries and governments. The company
operates from more than 100 locations throughout North America.
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SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the
Company has duly caused this report to be signed on its behalf by the
undersigned hereunto duly authorized.
LAIDLAW ENVIRONMENTAL SERVICES, INC.
Date: March 16, 1998 By: /s/ Kenneth W. Winger
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Kenneth W. Winger, President
and Chief Executive Officer
