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SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Under Section 13 or 15(d) of the
Securities Exchange Act of 1934
Date of Report: September 28, 1999
BURNS INTERNATIONAL SERVICES CORPORATION
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(Exact name of registrant as specified in its charter)
Delaware 1-5529 13-3408028
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(State or other jurisdiction of (Commission file number) (I.R.S. Employer
Incorporation or organization) Identification No.
200 South Michigan Avenue, Chicago, Illinois 60604
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(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: (312) 322-8500
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BURNS INTERNATIONAL SERVICES CORPORATION AND CONSOLIDATED SUBSIDIARIES
FORM 8-K
SEPTEMBER 28, 1999
ITEM 5. OTHER EVENTS
September 28, 1999 open letter to shareholders from Chief Executive Officer
regarding previously announced unsolicited preliminary expression of interest.
See Exhibit 99.
ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS
Financial Statements: None
Exhibits: 99 - Open Letter to Shareholders from Chief Executive
Officer
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SIGNATURES
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.
Burns International Services Corporation
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(Registrant)
By /s/ Robert E. T. Lackey
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(Signature)
Robert E. T. Lackey
Vice President, General Counsel
and Corporate Secretary
Date: September 28, 1999
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Exhibit 99
September 28, 1999
Re: Previously announced unsolicited preliminary expression of interest
Dear Shareholders:
As you are aware, on June 18, 1999, in connection with the postponement of a
previously disclosed proposed secondary offering of common stock held by certain
Merrill Lynch affiliated entities, we announced that we had received an
unsolicited preliminary indication of interest from another company. At the
time, we also announced that no offer had been received and that we had no basis
for determining when or whether any offer would be made or, if made, whether it
would be acceptable. On August 3, 1999, we subsequently announced, as part of
an earnings release, that discussions with this other company had been
terminated.
In response to your concerns, I would like to assure you that no offer was made
by this other company. You can be sure that if we receive a bona fide offer
from this or any other company for a business combination with us, senior
management and the Board of Directors will carefully review and consider such
offer, in light of the best interests of our shareholders. We are committed to
building shareholder value and are continually looking for additional ways in
which to do so.
We are currently working hard to execute our strategic plan which includes
improving employee and customer retention, national account penetration,
investing in sales and marketing training and incremental growth through
acquisitions. We hope you agree this strategic plan offers us our best
opportunity for the future and that you will continue to support us in our
efforts.
Very truly yours,
John A. Edwardson
Chairman, President and
Chief Executive Officer
