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SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 10-Q
(Mark One)
[X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15 (d) OF THE
SECURITIES EXCHANGE ACT OF 1934
For the quarterly period ended November 30, 1995 or
[ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15 (d) OF THE
SECURITIES EXCHANGE ACT OF 1934
For the transition period from _______________ to ______________
Commission file number 1-11016
ALLWASTE, INC.
(Exact Name of Registrant as Specified in its Charter)
DELAWARE 74-2427167
(State or Other Jurisdiction of (I.R.S. Employer
Incorporation or Organization) Identification Number)
5151 SAN FELIPE, SUITE 1600
HOUSTON, TEXAS 77056-3609
(Address of Principal Executive Offices) (Zip Code)
(713) 623-8777
(Registrant's Telephone Number, Including Area Code)
Indicate by check mark whether the Registrant (1) has filed all reports
required to be filed by Section 13 or 15 (d) of the Securities Exchange Act of
1934 during the preceding 12 months (or for such shorter period that the
registrant was required to file such reports), and (2) has been subject to such
filing requirements for the past 90 days. Yes [X]. No [ ].
The number of shares of Common Stock of the Registrant, par value $.01 per
share, outstanding at January 11, 1996 was 39,072,329.
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<PAGE>
REPORT INDEX
<TABLE>
<CAPTION>
PART AND ITEM NO. PAGE NO.
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PART I - Financial Information
Item 1 - Financial Statements
General Information ........................................................................... 1
Condensed Consolidated Balance Sheets as of November 30, 1995 (unaudited)
and August 31, 1995 ......................................................................... 2
Condensed Consolidated Statements of Operations for the Three Months
Ended November 30, 1995 and 1994 (unaudited) ................................................. 3
Condensed Consolidated Statements of Cash Flows for the Three Months
Ended November 30, 1995 and 1994 (unaudited) ................................................. 4
Notes to Condensed Consolidated Financial Statements (unaudited) ................................ 5
Item 2 - Management's Discussion and Analysis of Financial Condition
and Results of Operations .......................................................... 8
PART II - Other Information
Item 6 - Exhibits and Reports on Form 8-K ....................................................... 11
</TABLE>
<PAGE>
PART I, ITEM 1 - FINANCIAL INFORMATION
GENERAL INFORMATION
The condensed consolidated financial statements herein have been
prepared by the Company without audit, pursuant to the rules and regulations of
the Securities and Exchange Commission (the "SEC"). As applicable under such
regulations, certain information and footnote disclosures normally included in
financial statements prepared in accordance with generally accepted accounting
principles have been condensed or omitted. The Company believes that the
presentation and disclosures herein are adequate to make the information not
misleading, and the financial statements reflect all elimination entries and
normal adjustments which are necessary for a fair statement of the results for
the three months ended November 30, 1995 and 1994.
Operating results for interim periods are not necessarily indicative of
the results for full years. It is suggested that these condensed consolidated
financial statements be read in conjunction with the consolidated financial
statements for the year ended August 31, 1995 and the related notes thereto
included in the Company's Annual Report on Form 10-K filed with the SEC.
-1-
<PAGE>
ALLWASTE, INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED BALANCE SHEETS
(In thousands)
November 30, August 31,
1995 1995
--------- ---------
(Unaudited) (Audited)
ASSETS
CURRENT ASSETS
Cash and cash equivalents ........................... $ 6,384 $ 4,029
Receivables, net .................................... 87,061 80,065
Prepaid expenses .................................... 4,050 3,609
Deferred taxes and other current assets ............. 11,033 10,216
--------- ---------
Total current assets .......................... 108,528 97,919
--------- ---------
INVESTMENTS ............................................ 10,605 --
PROPERTY AND EQUIPMENT ................................. 242,490 230,291
Less -- Accumulated depreciation .................... (104,662) (99,193)
--------- ---------
137,828 131,098
--------- ---------
GOODWILL, net .......................................... 88,050 88,122
NOTES RECEIVABLE AND OTHER ASSETS ...................... 15,134 8,943
NET ASSETS OF DISCONTINUED OPERATIONS .................. -- 46,151
--------- ---------
Total assets .................................. $ 360,145 $ 372,233
========= =========
LIABILITIES AND SHAREHOLDERS' EQUITY
CURRENT LIABILITIES
Accounts payable .................................. $ 25,486 $ 28,737
Accrued liabilities
Income taxes payable ......................... 9,319 2,595
Other ........................................ 40,804 36,291
Current maturities of long-term and
convertible subordinated debt ................... 5,315 3,371
--------- ---------
Total current liabilities ..................... 80,924 70,994
--------- ---------
LONG-TERM DEBT ......................................... 97,518 120,535
CONVERTIBLE SUBORDINATED DEBT .......................... 39,485 41,972
DEFERRED INCOME TAXES AND OTHER LIABILITIES ............ 8,980 10,441
COMMITMENTS AND CONTINGENCIES
SHAREHOLDERS' EQUITY:
Common Stock ...................................... 397 396
Additional paid-in capital ........................ 54,978 54,958
Retained earnings ................................. 80,325 73,999
Treasury Stock .................................... (2,462) (1,062)
--------- ---------
Total shareholders' equity ................... 133,238 128,291
--------- ---------
Total liabilities and shareholders' equity ... $ 360,145 $ 372,233
========= =========
See Notes to Condensed Consolidated Financial Statements.
-2-
<PAGE>
ALLWASTE, INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
(Unaudited)
(In thousands, except per share data)
For the Three Months Ended
November 30,
--------------------------
1995 1994
-------- --------
(Restated)
REVENUES .............................................. $ 99,798 $ 82,591
COST OF OPERATIONS .................................... 73,054 59,745
-------- --------
Gross profit ..................................... 26,744 22,846
-------- --------
SELLING, GENERAL AND ADMINISTRATIVE EXPENSES .......... 19,948 16,038
INTEREST EXPENSE ...................................... (2,411) (1,749)
INTEREST INCOME ....................................... 259 116
OTHER INCOME (EXPENSE), net ........................... 200 (16)
-------- --------
Income from continuing operations before
income tax provision and minority interest ...... 4,844 5,159
INCOME TAX PROVISION .................................. (2,131) (2,320)
MINORITY INTEREST ..................................... 2 87
-------- --------
Income from continuing operations ................ 2,715 2,926
Discontinued Operations
Income from glass recycling operations,
net of applicable income taxes ........... -- 794
Gain on sale of glass recycling operations,
net of applicable income taxes ........... 3,764 --
--------
Net income .................................. $ 6,479 $ 3,720
======== ========
NET INCOME PER COMMON SHARE:
Continuing operations ............................ $ .07 $ .08
Discontinued operations .......................... .09 .02
-------- --------
Net income per common share ................. $ .16 $ .10
======== ========
WEIGHTED AVERAGE NUMBER OF COMMON SHARES OUTSTANDING .. 39,424 38,637
======== ========
See Notes to Condensed Consolidated Financial Statements.
-3-
<PAGE>
ALLWASTE, INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
(Unaudited, in thousands)
<TABLE>
<CAPTION>
For the Three Months Ended
November 30,
---------------------------
1995 1994
-------- --------
(Restated)
<S> <C> <C>
CASH FLOWS FROM OPERATING ACTIVITIES:
Net income .................................................................... $ 6,479 $ 3,720
Reconciliation of net income to cash provided by operating activities -
Depreciation and amortization ............................................ 8,460 6,644
Gain on sale of glass recycling operations ............................... (3,764) --
Gain on sale of property and equipment ................................... (154) (131)
Change in assets and liabilities, net of effect of acquisitions
accounted for as purchases -
Receivables ................................................... (7,519) (4,630)
Prepaid expenses and other current assets ..................... (332) 2,561
Notes receivable and other assets ............................. (346) (199)
Accounts payable and accruals ................................. (1,792) 1,079
Deferred income taxes and other liabilities ................... 1,396 (222)
Minority interest ............................................. 135 --
-------- --------
Cash provided by operating activities ............................... 2,563 8,822
-------- --------
CASH FLOWS FROM FINANCING ACTIVITIES:
Proceeds from issuances of Common Stock ....................................... 21 1,051
Proceeds from borrowings ...................................................... 77 2,515
Principal payments on borrowings .............................................. (23,837) (455)
Purchases of Common Stock ..................................................... (1,400) --
--------
Cash provided by (used in) financing activities ..................... (25,139) 3,111
-------- --------
CASH FLOWS FROM INVESTING ACTIVITIES:
Proceeds from sale of glass recycling operations .............................. 41,500 --
Additions to property and equipment ........................................... (13,308) (13,034)
Purchase of long-term investment .............................................. (2,605) --
Proceeds from sale of property and equipment .................................. 347 425
Payments for acquisitions accounted for as purchases, net of cash acquired .... (900) --
Cash used in discontinued operations .......................................... -- 695
-------- --------
Cash provided by (used in) investing activities ..................... 25,034 (11,914)
-------- --------
EFFECT OF EXCHANGE RATE CHANGES .................................................... (103) (25)
-------- --------
INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS ................................... 2,355 (6)
CASH AND CASH EQUIVALENTS, beginning of period ..................................... 4,029 3,020
-------- --------
CASH AND CASH EQUIVALENTS, end of period ........................................... $ 6,384 $ 3,014
======== ========
</TABLE>
See Notes to Condensed Consolidated Financial Statements.
-4-
<PAGE>
ALLWASTE, INC. AND SUBSIDIARIES
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(UNAUDITED)
(1) Significant Accounting Policies --
The condensed consolidated financial statements include the accounts of
Allwaste, Inc. and its subsidiaries (the "Company"). There have been no
significant changes in the accounting policies of the Company during the periods
presented. For a description of these policies, see Note 1 of Notes to
Consolidated Financial Statements in the Company's Form 10-K for the year ended
August 31, 1995. Prior period amounts in the Condensed Consolidated Financial
Statements and Notes to Condensed Consolidated Financial Statements have been
restated to reflect the company's glass recycling operations as a discontinued
operation, as discussed in Note 6. Additionally, certain prior period amounts
have been reclassified to conform with the current period presentation.
(2) Acquisitions and Investments --
During the first three months of fiscal year 1996, the Company completed
two business acquisitions for $1.1 million in cash and promissory notes.
Additionally, the Company made a minority investment of $2.6 million in
preferred stock, common stock and common stock warrants of a company that
provides leak sealing and valve restoration services. Such investment is
accounted for using the cost method and classified as "Investments" in the
accompanying Condensed Consolidated Balance Sheets. See Note 6 for further
discussion regarding investments.
(3) Income Taxes --
With respect to continuing operations, income tax provisions for interim
periods are estimated based upon projections of the annual effective tax rates.
Certain assumptions have been made in this regard in projecting the effective
tax rate for fiscal 1996, which may not be resolved until the end of the fiscal
year. The effective tax rate of 44% for the three months ended November 30, 1995
reflects the estimated U.S. federal and state income taxes and foreign taxes on
the earnings of the Company's foreign subsidiaries.
Deferred tax assets and liabilities are determined based on the
estimated future tax effects of differences between the financial statement and
tax bases of assets and liabilities. On the accompanying condensed consolidated
balance sheets, deferred tax assets and liabilities are netted within each tax
jurisdiction. The following table sets forth the gross deferred tax assets
(liabilities) recorded (in thousands):
November 30, August 31,
1995 1995
------------- ----------
Current deferred tax assets .............. $ 9,131 $ 8,512
Non-current deferred tax assets .......... 5,038 5,003
Valuation allowance ...................... (1,192) (1,156)
-------- --------
Total deferred tax assets ........... 12,977 12,359
-------- --------
Current deferred tax liabilities ......... -- --
Non-current deferred tax liabilities ..... (13,290) (14,998)
-------- --------
Total deferred tax liabilities ...... (13,290) (14,998)
-------- --------
Net deferred tax liabilities ............. $ (313) $ (2,639)
======== ========
-5-
The components of the net deferred tax assets (liabilities) are as
follows (in thousands):
November 30, August 31,
1995 1995
------------- ----------
Depreciation and amortization .......... $(12,542) $(12,807)
Financial reserves and accruals
not yet deductible ................... 12,229 10,168
-------- --------
Total ............................. $ (313) $ (2,639)
======== ========
(4) Net Income Per Common Share --
Net income per common share has been computed based on the weighted
average number of shares of Common Stock and equivalents outstanding. The
calculation of fully-diluted weighted average shares outstanding is not
materially different from the primary calculation. The following table presents
the primary weighted average number of shares outstanding for the three months
ended November 30, 1995 and 1994 (in thousands).
For the Three Months Ended
November 30,
--------------------------
1995 1994
--------- -------
Common shares outstanding, beginning of
fiscal period .............................. 39,359 37,491
Weighted average number of common shares
outstanding:
Stock options, treasury stock method ...... 129 469
Purchased companies ....................... 23 557
Exercise of stock options ................. 40 120
Purchases of common stock ................. (127) --
------- ------
Total weighted average common shares
outstanding ................................ 39,424 38,637
======= ======
(5) Long Term Debt --
In August 1995, the Company amended its revolving credit agreement to
provide an unsecured $160 million revolving credit line to the Company through
January 31, 1999, at which time any outstanding borrowings convert to a term
loan due in equal quarterly installments through January 31, 2003. As of January
11, 1996, the Company had unutilized borrowing capacity under the new agreement
of $32.1 million after utilizing $27.6 million of the facility for letters of
credit to secure certain insurance obligations and performance bonds. Borrowing
availability is subject to the Company meeting minimum leverage and other
ratios.
-6-
(6) Discontinued Operations --
In September 1995, the Company sold its glass recycling operations to a
company formed by Equus II Incorporated ("Equus"), a Houston-based,
publicly-traded business development company. In January 1996, the Company and
Equus reached an agreement in principle with respect to certain post-closing
issues which were unresolved on the date of the sales transaction. The total
consideration, as adjusted, was $56.1 million, including $41.5 million in cash,
$8.0 million of 6.5% redeemable Series A preferred stock payable in 2002, and a
$6.6 million 11% subordinated note receivable due in 2002. The preferred stock,
which is included in "Investments" in the accompanying Condensed Consolidated
Balance Sheets, and notes receivable obtained as consideration are payable by
Strategic Materials Holdings, Inc., an affiliate of Equus. The Company also
received warrants for common stock providing a right to own up to approximately
33% in the new company. Allwaste may receive additional consideration in the
form of an adjustment to the purchase price in the event that Equus' internal
rate of return, as defined, exceeds certain predetermined targets. The amount of
such additional compensation, if any, is not presently determinable. The Company
recorded a gain of $3.8 million, net of estimated applicable income taxes of
$1.6 million in the first quarter of fiscal 1996. The recorded gain and
applicable income taxes are estimates which are subject to the finalization of
certain post-closing issues, including the agreement discussed above. Revenues
of the glass recycling operations, net of intercompany sales, were $17.1 million
for the three months ended November 30, 1994.
-7-
ALLWASTE, INC. AND SUBSIDIARIES
PART I, ITEM 2 - MANAGEMENT'S DISCUSSION AND ANALYSIS
OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS
Results of Operations
For supplemental information, it is suggested that "Management's
Discussion and Analysis of Financial Condition and Results of Operations" be
read in conjunction with the corresponding section included in the Company's
Annual Report on Form 10-K for the year ended August 31, 1995.
REVENUES - Compared to the corresponding period in the prior year, the
Company's consolidated revenues increased by 21% for the three month period
ended November 30, 1995. Of the Company's total revenue growth, approximately
54% was internally-generated and 46% was derived from external sources. The
following is a summary of revenues by major service line:
Three Months Ended
November 30,
------------------------
1995 1994
------- -------
ON-SITE INDUSTRIAL AND WASTE MANAGEMENT
SERVICES
Hydroblasting and gritblasting ............. $19,455 $15,349
Air-moving and liquid vacuuming ............ 17,645 15,681
Dredging and dewatering .................... 5,557 6,061
Other ...................................... 14,201 9,068
------- -------
Subtotal ................................. 56,858 46,159
------- -------
CONTAINER SERVICES ........................... 11,570 12,433
EXCAVATION AND SITE REMEDIATION SERVICES ..... 11,330 8,233
TRANSPORTATION, ROLL-OFF AND TANK RENTAL
SERVICES .................................... 9,481 10,254
ALL OTHER SERVICES ........................... 10,559 5,512
------- -------
Total .................................... $99,798 $82,591
======= =======
On-Site Industrial and Waste Management Services revenues increased
$10.7 million, or 23%, in the three months ended November 30, 1995, as compared
to the corresponding period in fiscal 1995. Hydroblasting and gritblasting
revenues increased $4.1 million, or 27%, primarily due to increased turnaround,
tank cleaning and gritblasting services provided to the refining and
petrochemical industry throughout most of the United States where such industry
is concentrated and to the offshore oil and gas exploration and production
industry in the Gulf of Mexico. There was also a significant increase in
hydroblasting and gritblasting services performed for the electric utility
industry. Air-moving and liquid vacuuming revenues increased $2.0 million or
13%. Approximately $1.6 million, or 80%, of the increase in this service line is
attributable to acquisition growth. The remaining increase is primarily due to
increased sales in the Pacific region of the United States. Dredging and
dewatering revenues decreased $.5 million, or 8%, due to a decline in activity
related to these services along the Pacific Coast in the first quarter of fiscal
1996, and the downsizing of the dredging service line in the Southeastern United
States. The increase in other On-Site Industrial and Waste Management Services
revenues of $5.1 million is primarily due to increases in labor services,
chemical cleaning and chemical disposal.
Container Services revenues decreased $.9 million, or 7%, in the first
three months of fiscal 1996 compared to the corresponding period in fiscal 1995.
While intermediate bulk container ("IBC") cleaning revenues increased $.2
million during the period due to the expansion of IBC service capabilities, weak
tank trailer transportation and railcar markets drove down volumes, reducing
revenues by $.6 million. Wastewater pretreatment revenues declined $.5 million
due to lower levels of precipitation in the first quarter of fiscal 1996 as well
as increased competition for wastewater pretreatment services. Excavation and
Site Remediation Services revenues increased $3.1 million, or 38%, due primarily
to increased market penetration in the Louisiana pulp and paper industry, a
significant public works contract in Alabama and improved sales in Mexico.
-8-
The Company's 16 other industrial service lines had aggregate revenue
increases of $4.3 million in the three months ended November 30, 1995. These
increases primarily resulted from an increase in sewer restoration services, a
new service line entered into via acquisitions in May 1995.
GROSS PROFIT MARGINS - Consolidated gross profit, as a percentage of
revenues ("gross margin") decreased 1% to 27% for the three months ended
November 30, 1995 compared to the corresponding period in the prior year. The 1%
decline is primarily a result of a higher volume of lower-margin subcontract
work and, within the Container Services group, a decline in revenues which more
significantly impacts gross margins in this service group because of the higher
fixed-cost nature of this business line.
SELLING, GENERAL AND ADMINISTRATIVE ("SG&A") EXPENSES - SG&A expenses
increased $3.9 million, or 24%, to $19.9 million for the three months ended
November 30, 1995 compared to the same period in 1994. As a percentage of total
revenues, SG&A increased to 20% from 19%. Incremental SG&A from purchase
acquisitions completed subsequent to September 1, 1994 contributed approximately
41% of the increase. In the aggregate, the acquired SG&A expense exceeded the
existing SG&A expense as a percentage of revenue. A significant part of the
remaining increase is attributable to severance costs associated with senior
management changes made during the first quarter of fiscal 1996 and additional
staffing costs related to the Company's sales and marketing focus and support of
its safety, quality and compliance programs.
INTEREST AND OTHER - Interest expense increased by $.7 million during
the three month period ended November 30, 1995 as compared to the same period in
fiscal 1995, primarily due to higher average interest rates than in the
corresponding prior year period. Interest income and Other income (expense),
net, increased $.1 million and $.2 million, respectively, in the first quarter
of fiscal 1996 as a result of interest earned on the 11% subordinated note
receivable and dividends earned on the 6.5% redeemable Series A preferred stock
received from the sale of the glass recycling operations.
INCOME TAXES - The effective income tax rate for the three months
ended November 30, 1995 and 1994 was 44% and 45%, respectively. The effective
tax rates were higher than the statutory federal rate of 35% primarily due to
the effect of the nondeductibility of a portion of meal and entertainment
expenses, the nondeductible amortization of a portion of the Company's goodwill,
state income taxes and Canadian earnings which are taxed at a higher statutory
rate.
Financial Condition
Shareholders' equity increased $4.9 million to $133.2 million as a
result of income during the quarter, including the $3.8 million of net gain from
the sale of the glass recycling operations. Such increase was partially offset
by treasury stock purchases of $1.4 million during the quarter ended November
30, 1995. Working capital increased $.7 million to $27.6 million reflecting
overall higher levels of activity. Long-term obligations, excluding minority
interest, decreased $27.0 million primarily due to $41.5 million of cash
proceeds received from the sale of the glass recycling operations which were
utilized to reduce long-term debt, partially offset by cash requirements
relating to capital expenditures ($13.3 million), investments ($2.6 million),
acquisitions ($.9 million) and treasury stock purchases ($1.4 million) during
the three month period ended November 30, 1995.
Liquidity and Capital Resources
Capital expenditures during the first quarter of fiscal 1996 were $13.3
million. These capital expenditures were primarily related to purchases of
operating equipment for existing services lines expanded to other locations or
for expansion of service lines in existing markets. The Company anticipates
capital expenditure requirements for existing operations of approximately $17
million for the remainder of the fiscal year. The remainder of fiscal 1996
capital expenditures will be funded from a combination of cash flows from
operating activities and utilization of the Company's revolving credit facility.
-9-
In August 1995, the Company amended its revolving credit agreement which
provides an unsecured $160 million revolving credit line to the Company through
January 31, 1999, at which time any outstanding borrowings convert to a term
loan due in equal quarterly installments through January 31, 2003. As of January
11, 1996, unutilized borrowing capacity under the new agreement was $32.1
million after utilizing $27.6 million of the facility for letters of credit to
secure certain insurance obligations and performance bonds. Borrowing
availability is subject to the Company meeting minimum leverage and other
ratios.
In July 1995, the Board of Directors authorized the Company to repurchase
up to 5,000,000 shares of the Company's Common Stock, either in the open market
or in privately negotiated transactions. In the three months ended November 30,
1995, the Company has repurchased 288,300 shares of its stock at an average cost
of $4.80 per share. Future repurchases of the Company's Common Stock will be
dependent upon prevailing market conditions and other investment opportunities.
Fiscal 1996 Outlook
Management expects to continue to achieve revenue growth in fiscal 1996
through a combination of internal growth programs and acquisitions. Internal
growth is expected to come from new market penetration in industrial and
environmental services and the continued expansion of service lines in existing
operations. As a facilitator of revenue growth, the Company has launched its
ALLIES(TM) marketing program which is an integrated approach to selling the
Company's full range of services, primarily to national customers. The
ALLIES(TM) program focuses on the themes of partnering, value-added service and
customer profit improvement.
Another area of focus in fiscal 1996 is cost control and margin expansion.
In this regard, it is the Company's intention to push for selected price
increases where market conditions permit and as a by-product of value-added
selling efforts. Also, the Company has identified certain expenses that it
anticipates will present opportunities for cost reduction.
The Company has clearly defined the industrial customer as the focus of
its business strategy. The recently completed sale of the Company's former glass
recycling operations has allowed it to narrow its focus on providing services to
the industrial customer and has provided additional capital for expansion of
this core business. During fiscal 1996, the Company is developing new
opportunities to serve the industrial customer independently or through
partnering arrangements in the areas of water and wastewater management, energy
services, contract labor services and leak sealing and valve restoration
services.
The impact of inflation on the Company has been minimal.
-10-
ALLWASTE, INC. AND SUBSIDIARIES
PART II, ITEM 6 - EXHIBITS AND REPORTS ON FORM 8-K
(a) Exhibits.
Exhibit
No. Description
------- -----------
* 3.1 -- Amended and Restated Certificate of Incorporation of
Allwaste, Inc. ("Allwaste") effective February 22,
1990. (Exhibit 3.1 to the Allwaste Quarterly Report
on Form 10-Q (File No. 0-15217) for the fiscal quarter
ended February 28, 1990.)
* 3.2 -- Corrected Bylaws of Allwaste (Exhibit 3.2 to the
Allwaste Annual Report on Form 10-K (File No. 1-11008)
for the fiscal year ended August 31, 1992, filed
November 27, 1992 (the "1992 Form 10-K".)
* 4.1 -- Specimen Common Stock certificate (Exhibit 4.1 to the 1992
Form 10-K.)
* 4.2 -- Specimen debenture certificate (Exhibit 4.2 to the 1992
Form 10-K.)
* 4.3 -- Form of Indenture between Allwaste and Texas Commerce
Trust Company of New York dated June 1, 1989, relating to
certain debentures of Allwaste. (Exhibit 4.1 to the
Allwaste Quarterly Report on Form 10-Q (File No. 0-15217)
for the fiscal quarter ended May 31, 1989.)
* 10.1 -- Employment Agreement dated October 23, 1986, between
R.L. Nelson, Jr. and Allwaste. (Exhibit 10.1 to the
Allwaste Annual Report on Form 10-K (File No. 1-11008)
for the fiscal year ended August 31, 1994, filed November
29, 1994 (the "1994 Form 10-K".)
* 10.2 -- Employment Agreement dated October 17, 1994, between
Robert M. Chiste and Allwaste. (Exhibit 10.6 to the
1994 Form 10-K.)
* 10.3 -- Allwaste Amended and Restated 1989 Replacement
Non-Qualified Stock Option Plan. (Exhibit A to the
Allwaste proxy statement relating to its 1995 annual
meeting of stockholders, filed December 20, 1994.)
* 10.4 -- Allwaste Employee Retirement Plan. (Exhibit 4.3 to the
Post-Effective Amendment No. 1 to Registration Statement
on Form S-8 (File No. 33-37684), filed August 7, 1995.)
* 10.5 -- Credit Agreement dated as of November 30, 1993, as
amended, by and among Allwaste, Inc., a Delaware
corporation, the Financial Institutions signatory
thereto, and Texas Commerce Bank National Association, a
national banking association, as Agent. (Exhibit 10.10 to
the 1994 Form 10-K.)
* 10.6 -- First Amendment to Employment Agreement dated as of
October 26, 1995, between Robert M. Chiste and Allwaste.
(Exhibit 10.6 to the 1995 Form 10-K.)
27.1 -- Financial Data Schedule. (Filed herewith.)
* ASTERIK INDICATES EXHIBITS INCORPORATED BY REFERENCE AS SHOWN.
(b) Reports on Form 8-K.
Allwaste, Inc. (the "Company") Current Report on Form 8-K dated
September 1, 1995, filed on September 15, 1995, and the Company's Current
Report on Form 8-K/A dated and filed on November 14, 1995, related to the
disposition of the Company's glass recycling operations.
-11-
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, the
Registrant, Allwaste, Inc., has duly caused this report to be signed on its
behalf by the undersigned, thereunto duly authorized.
ALLWASTE, INC.
Dated: January 16, 1996 By: /s/ T. WAYNE WREN, JR.
T. Wayne Wren, Jr.
Vice President and Chief
Financial Officer
-12-
<TABLE> <S> <C>
<ARTICLE> 5
<LEGEND>
THE SCHEDULE CONTAINS SUMMARY FINANCIAL INFORMATION EXTRACTED FROM THE COMPANY'S
QUARTERLY FORM 10-Q CONDENSED CONSOLIDATED FINANCIAL STATEMENTS FOR THE 3 MONTHS
ENDED NOVEMBER 30, 1995 AND IS QUALIFIED IN ITS ENTIRETY BY REFERENCE TO SUCH
FINANCIAL STATEMENTS.
</LEGEND>
<MULTIPLIER> 1,000
<PERIOD-TYPE> 3-MOS
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<PERIOD-END> NOV-30-1995
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0
0
<COMMON> 397
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<INCOME-TAX> (2,131)
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<EPS-PRIMARY> .16
<EPS-DILUTED> .16
</TABLE>
