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UNITED STATES
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) May 22, 1998
WASTE SYSTEMS INTERNATIONAL, INC.
(Exact name of registrant as specified in its charter)
Delaware 95-4203626
(State or other jurisdiction of (I.R.S. Employer Identification No.)
incorporation or organization)
0-25998
(Commission File Number)
420 Bedford Street, Suite 300
Lexington, Massachusetts 02173
(Address of principal executive offices) (zip code)
(781) 862-3000 Phone
(781) 862-2929 Fax
(Registrant's telephone number, including area code)
This document contains a total of 2 pages.
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Item 2. Acquisition or Disposition of Assets.
On May 22, 1998, Waste Systems International, Inc. ("WSI", the
"Company" or the "Registrant")closed on the acquisition Eagle Recycling, Inc.
and Horvath Sanitation, Inc., (collectively, the "Eagle Companies"), which are
based in Altoona, Pennsylvania pursuant to the terms of a Stock Purchase
Agreement dated March 3, 1998 by and among Bestin H.S.A., Jacques Khodara and
Harry K. Benjamin (collectively, the "Shareholders" or "Sellers") and the
Registrant. The description of the acquisition transaction set forth herein is
qualified in its entirety by the Stock Purchase Agreement which will be filed by
June 12, 1998 in accordance with applicable regulations under the Securities and
Exchange Act of 1934.
Pursuant to the Stock Purchase Agreement, the Registrant purchased all
of the outstanding shares of the Eagle Companies for approximately $21.0 million
in cash, stock and the assumption of debt. The acquisition will be accounted
for using the purchase method of accounting.
The transaction includes all of the assets and liabilities relating to
the operation of the Eagle Companies. The acquired assets were used by the
Shareholders in the solid waste collection and recycling business. The
Registrant intends to continue to use the acquired assets for these purposes.
Item 7. Financial Statements, Pro Forma Financial Information and Exhibits.
(a) Financial statements of businesses acquired.
It is impracticable to provide the required financial statements
of Eagle Recycling, Inc. and Horvath Sanitation, Inc. at the time of the filing
of this report. The required financial statements of Eagle Recycling, Inc.
and Horvath Sanitation, Inc. will be filed within the time period required in
accordance with applicable regulations under the Securities and Exchange Act of
1934.
(b) Pro forma financial information.
It is impracticable to provide the required pro forma financial
information of Waste Systems International, Inc. at the time of the filing of
this report. The pro forma financial information will be filed within the time
period required in accordance with applicable regulations under the Securities
and Exchange Act of 1934.
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SIGNATURES
Pursuant to the requirements of Section 13 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.
WASTE SYSTEMS INTERNATIONAL, INC.
Date: June 5, 1998 By:/s/ Philip Strauss
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Philip Strauss
Chairman, Chief Executive Officer and
President(Principal Executive Officer)
Date: June 5, 1998 By:/s/ Robert Rivkin
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Robert Rivkin
Executive Vice President -
Acquisitions, Chief Financial Officer,
Treasurer and Secretary (Principal
Financial and Accounting Officer)
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