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 17, 1999
THE TIREX CORPORATION
(Exact name of registrant as specified in its charter)
Delaware 33-17598-NY 22-2824362
(State or other jurisdiction (Commission (I.R.S. Employer
of incorporation) File Number) Identification No.)
740 St. Maurice, Suite 201
Montreal, Quebec H3C 1L5
(Address of principal executive offices) (Zip Code)
(514) 878-0727
(Registrant's telephone number, including area code)
____________________________________________________________________
(Former name, former address and former fiscal year,
if changed since last report)
Page 1 of 3 pages
<PAGE>
ITEM 5. Other Events
On March 17, 1999, the Company issued the following press release:
FOR IMMEDIATE RELEASE
Contact: John L. Threshie, Jr.
The Tirex Corporation
(OTC BULLETIN
BOARD - "TXMC")
Tel: (514) 933-2518
Fax: (514) 933-6368
TIREX BEGINS RUBBER MOLDING OPERATIONS - TO ACQUIRE 80.6% OF
ENVIROMAX RUBBER INC.
MONTREAL, CANADA, March 17, 1999 -- The Tirex Corporation (OTC BULLETIN
BOARD - "TXMC") announced today that it has entered into an agreement in
principle to acquire 80.6% of Les Caoutchoucs Enviromax Inc. a/k/a Enviromax
Rubber Inc., a Montreal manufacturer of rubber products molded out of recycled
rubber. This week Tirex began manufacturing molded rubber welcome mats under its
five-year, exclusive supplier contract with IM(2) Merchandising and
Manufacturing, Inc. of Quebec, Canada. Tirex plans to use rubber crumb recycled
out of scrap tires through its patented TCS-1 Plant in the manufacture of molded
rubber products, beginning with, but not limited to, rubber mats and the
products presently in Enviromax's product line. Terence C. Byrne, Tirex's
Chairman and CEO, stated that the Enviromax acquisition should give Tirex
sufficient production capacity to produce up to 1.6 million mats per year, which
will meet its requirements under the IM(2) contract for the next three years.
IM(2) is the exclusive supplier of certain rubber crumb molded products
for a major national distributor of consumer and commercial floor matting
products through well established distribution channels including large national
retail outlets such as Home Depot. Tirex's five-year contract with Im(2) makes
it IM(2)'s exclusive supplier of rubber mats and related products. Current
delivery schedules for the current year, call for minimums of 4,000 mats in
March, 29,000 mats in April, and 80,000 mats per month through the end of the
first year.
The Enviromax acquisition will provide Tirex with a fully equipped, 10,000
square foot rubber molding facility currently capable of transforming
approximately eight million pounds of recycled rubber crumb per year into
finished products using various production technologies, vulcanization,
plastic/rubber compound molding, and other molding operations using various
binding products. The plant is equipped with, among other things, a high
capacity thermo mixer extruder, several hydraulic presses and special tunneling
ovens operating on a continuous product flow.
2
<PAGE>
To date, Enviromax has been engaged in manufacturing manhole and catch
basin frames with adjustment rings made out of recycled rubber from used tires.
While Enviromax projects that its sales this season will reach approximately
$500,000, its operations have not been profitable to date. However, Mr. Byrne
stated that the economies of scale, which will result from the combination of
Tirex's and Enviromax's product lines, should make Enviromax's present
manufacturing operations profitable in the future.
Tirex will acquire 80.6% of the issued and outstanding common and
preferred stock of Enviromax directly from five of its six present shareholders
for a total purchase price of approximately $390,000 consisting of approximately
$130,000 in cash, approximately $32,500 in a 30-day promissory note, and
approximately $227,500 in Tirex's three-year convertible debentures bearing
interest at 3% over prime. rate The debentures will be convertible over a three
year period, commencing one year from issuance, at a rate equal to the market
price at the time of conversion.
Only one of Enviromax's present shareholders, Innovatech Grand Montreal,
will retain its interest in Enviromax after the acquisition. Innovatech is
wholly owned by the Government of Quebec. Its mandate is to invest in new
technology companies in order to move the Quebec economy into high-technology
industries. Innovatech has available to it an investment fund of approximately
$230 million. Mr. Byrne stated that Innovatech and Tirex have discussed the
possibility of expanding their relationship beyond Enviromax to include the
identification of other business opportunities which would involve the use of
recycled rubber crumb.
ITEM 7. EXHIBITS
No Exhibits are being filed with this Report.
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.
THE TIREX CORPORATION
Dated: March 23, 1999 By /s/ Terence C. Byrne
-----------------------------------
Terence C. Byrne, Chairman and
Chief Executive Officer
3
