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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 10, 1998 (March 9, 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 9, 1998 Laidlaw Environmental Services, Inc. ("LESI")
(NYSE:LLE) announced that the Safety-Kleen Corp. (NYSE:SK) special shareholder
meeting has been concluded and that the Philip Group merger proposal has been
defeated. Note that the announcement contains statements of LESI's opinion
regarding the likelihood of the Safety-Kleen Corp. Board of Director's removal
of the poison pill and other obstacles to the completion of LESI's bid for
Safety-Kleen Corp. shares. 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
SAFETY-KLEEN SHAREHOLDERS REJECT BUYOUT
LAIDLAW ENVIRONMENTAL EXTENDS OFFER
Columbia, South Carolina (March 9, 1998) - Laidlaw Environmental Services, Inc.
(NYSE:LLE) announced that the Safety-Kleen Corp. (NYSE:SK) special shareholder
meeting has been concluded and that the Philip Group merger proposal has been
defeated. Based on its preliminary count, Laidlaw Environmental said
approximately 44% of Safety-Kleen's outstanding shares were voted in favor of
the Buyout.
Mr. Kenneth W. Winger, Laidlaw Environmental's president and chief
executive officer, said:
"We are gratified that once again Safety-Kleen shareholders have
clearly said they prefer the Laidlaw Environmental Offer. We expect the
Safety-Kleen Board of Directors to accede to the will of its shareholders and
remove the poison pill and other obstacles to the completion of our bid. We urge
Safety-Kleen shareholders to promptly tender their shares into our offer in
order to ensure a timely and smooth transition."
Laidlaw Environmental said it had extended its exchange offer for
Safety-Kleen common shares until 12:00 p.m. Midnight, New York City time on
Monday, March 16, 1998, in order to give Safety-Kleen shareholders an
opportunity to tender into the offer. Laidlaw Environmental further said that
27.8 million Safety-Kleen common shares had been validly tendered and not
withdrawn at the time the exchange offer was extended. These shares, combined
with the 601,100 shares already owned by Laidlaw Environmental, represent
approximately 48% of the outstanding shares of Safety-Kleen.
Laidlaw Environmental Services is the leading provider of hazardous and
industrial waste management services to industry and government. 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 10, 1998 By: /s/ Kenneth W. Winger
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Kenneth W. Winger, President
and Chief Executive Officer
