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SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
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FORM 8-K
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d) OF
THE SECURITIES EXCHANGE ACT OF 1934
December 18, 1996
Date of Report (Date of earliest event reported)
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WHEELABRATOR TECHNOLOGIES, INC.
(Exact name of registrant as specified in its charter)
DELAWARE
(State or other jurisdiction of incorporation)
0-14246 22-2678047
(Commission File Number) (IRS Employer
Identification No.)
4 Liberty Lane West, Hampton, New Hampshire 03842
(Address of principal executive offices) (Zip code)
(630) 929-3000
(Registrant's telephone number, including area code)
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Item 5. Other Events.
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On December 18, 1996, the registrant issued a news release announcing
that Waste Management International plc ("WM International"), 12 percent of
which is owned directly by the registrant and 4.8% of which is owned through the
registrant's 40% ownership of Rust International Inc., had reached an agreement
with Wessex Water plc ("Wessex") to sell WM International's 19.5% equity
investment in Wessex, a United Kingdom-based water utility. Under the terms of
the proposed transaction, which is subject to the approval of Wessex
stockholders, WM International will sell to Wessex approximately 87% of its
equity interest in Wessex, and will sell the remaining 13 percent of its
investment in open market stock sales. The transaction is expected to produce
total after-tax proceeds of approximately $259 million in cash, which will be
used by WM International primarily to reduce indebtedness. Under a previous
agreement, WM International had been precluded from selling its interest in
Wessex.
The registrant indicated that the transaction, which is expected to be
completed in February 1997, will not alter the ownership structure of Wessex
Waste Management Ltd., the waste services joint venture between Wessex and WM
International that operates UK Waste Ltd., one of the United Kingdom's largest
waste services companies.
The registrant also announced that the agreement for the sale of the
Wessex shares will generate a charge in the fourth quarter of 1996 of
approximately $20 million after tax, or $.12 per share, and have an
approximately $.03 per share negative impact on the registrant's 1997 earnings.
Item 7. Financial Statements, Pro Forma and Financial Information and Exhibits.
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There are no exhibits to this report.
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SIGNATURES
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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 thereunto duly authorized.
WHEELABRATOR TECHNOLOGIES INC.
By: /s/ John D. Sanford
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John D. Sanford
Executive Vice President
Dated: December 19, 1996
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