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
March 16, 2000
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(Date of earliest event reported)
SAFETY-KLEEN CORP.
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(Exact name of Registrant as specified in its charter)
Delaware 001-8368 51-0228924
(State of (Commission File No.) (IRS Employer
Incorporation) Identification No.)
1301 Gervais Street, Suite 300,
Columbia, South Carolina 29201
(Address of principal executive offices, including zip code)
(803) 933-4200
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(Registrant's telephone number, including area code)
Not Applicable
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(Former name or former address, if changed since last report)
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ITEM 5. OTHER EVENTS
On March 16, 2000, the registrant issued the press release filed with this
Current Report on Form 8-K as Exhibit 99.1. The information contained in Exhibit
99.1 is incorporated by reference herein.
ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS
(c) Exhibits.
Exhibit No. Description
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99.1 Press Release issued March 16, 2000 (Filed herewith.)
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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 hereunto duly authorized.
SAFETY-KLEEN CORP.
Date: March 16, 2000 By: /s/ Grover C. Wrenn
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Grover C. Wrenn
Vice Chairman
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EXHIBIT INDEX
Exhibit No. Description
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99.1 Press Release issued March 16, 2000 (Filed herewith.)
Exhibit 99.1
FOR IMMEDIATE RELEASE
COLUMBIA, SOUTH CAROLINA
MARCH 16, 2000
SAFETY-KLEEN ANNOUNCES BANK NEGOTIATIONS
FOR INTERIM FINANCING;
LETTER OF INTENT TO SELL FORMER HEADQUARTERS;
PRELIMINARY RESULTS OF ACCOUNTING INVESTIGATION
Safety-Kleen Corp. (NYSE: SK) announced today that it continues to
negotiate with a syndicate of banks led by Toronto Dominion (Texas), Inc. to
provide the Company with a credit facility of up to $20 million. The Company
anticipates that all loans under the credit facility will be due and payable
upon the earliest to occur of (i) demand by the lenders, (ii) the receipt by the
Company of net proceeds from the planned sale of the Company's former
headquarters in Elgin, Illinois, or (iii) June 14, 2000. The Company expects
that upon execution of the new credit facility, the lenders will make a $6
million advance to the Company.
In a related development, the Company announced that it has entered into a
non-binding letter of intent to sell the Elgin facility for a cash sale price of
$21.5 million. The letter of intent provides the purchaser with a customary
60-day inspection period to conduct due diligence on the Elgin property, during
which the purchaser may terminate the letter of intent for any reason, and is
subject to customary conditions, including the negotiation of definitive
documentation for the transaction. The closing of the transaction is proposed to
occur not later than May 31, 2000.
The Company also reported that the ongoing internal investigation of its
accounting policies and practices, which has to date focused principally on the
Company's first quarter of fiscal year 2000, with some investigation of fiscal
year 1999, has determined that there have been accounting irregularities in
several areas, including inappropriate recognition of gain on derivatives
transactions, improper revenue recognition, inappropriate capitalization of
costs, and insufficient liability accruals. The investigation will also include
fiscal year 1997 and 1998. The Company is not able to quantify the effect of
such irregularities on its financial statements at this time.
Grover Wrenn, Vice Chairman of the Company's Board of Directors, stated "We
are pleased that we are receiving support from our lenders during these
difficult circumstances. With the continued support of the lenders under the
interim credit facility, we believe that liquidity should be sufficient to fund
current operations."
This press release contains forward-looking statements. Actual results and
events may differ materially from those projected in the forward-looking
statements. Many factors could cause actual events and results to differ from
those expected, including, but not limited to, the conclusion of negotiations
with the lenders, the availability of additional funding under the interim
credit facility, the purchaser's due diligence investigation of the Elgin
facility, and matters that may arise during the negotiation of definitive
documentation for the sale of that property.
For further information contact: Grover C. Wrenn, 803-933-4212.
