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): December 23, 1997
Commission File No.
1-10361
TANKNOLOGY-NDE INTERNATIONAL, INC.
(Exact name of registrant as specified in its charter)
Delaware 95-3634420
(State or other jurisdiction of (IRS Employer
incorporation or organization) Identification No.)
8900 Shoal Creek Boulevard, Suite 200
Austin, Texas 78757
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: (512) 451-6334
Page 1
Index to Exhibits appears
on page 5
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TANKNOLOGY-NDE INTERNATIONAL, INC.
INDEX
Page (s)
Item 5. Other Events ....................................... 3
SIGNATURES .................................................... 4
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TANKNOLOGY-NDE INTERNATIONAL, INC.
ITEM 5. OTHER EVENTS
On January 6, 1998, Tanknology-NDE International, Inc. announced a
strategic alliance with Veeder-Root Company. The strategic alliance includes a
Commercial Agreement and an $8 million investment through Veeder-Root's parent
company, Danaher Corporation.
Tanknology-NDE provides environmental compliance testing and services,
installation of compliance equipment, and consulting services to owners and
operators of aboveground and underground storage tanks ("USTs"). Tanknology-NDE
operates the only nationwide fleet of UST field service and testing vehicles and
provides a complete line of administrative services, compliance management
services, and construction management services to facilitate customers'
compliance with federal, state, and local regulations governing USTs.
ITEM 7. EXHIBITS
(a) Exhibits
Press Release dated January 6, 1998, announcing a strategic
alliance with Veeder-Root.
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TANKNOLOGY-NDE INTERNATIONAL, INC.
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the
Registrant has duly caused this Amendment to be signed on its behalf by the
undersigned, thereunto duly authorized.
TANKNOLOGY-NDE INTERNATIONAL, INC.
Date: January 12, 1998 By: /s/ DAVID G. OSOWSKI
--------------------- ----------------------------------
David G. Osowski
Vice President and Chief Financial Officer
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TANKNOLOGY-NDE INTERNATIONAL, INC.
INDEX TO EXHIBITS
Sequentially
Exhibit Numbered
Number Exhibit Page
- -------- ----------------------------------------- ------------
99 Press Release dated January 6, 1998 6, 7
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TANKNOLOGY-NDE INTERNATIONAL, INC.
FOR IMMEDIATE RELEASE
TANKNOLOGY-NDE ANNOUNCES STRATEGIC ALLIANCE WITH VEEDER-ROOT
COMPANY
AUSTIN, Texas, January 6, 1998 - Tanknology-NDE International, Inc. (OTC
Bulletin Board: TNDE, formerly NDEC), a leading provider of storage tank
environmental compliance services, today announced a strategic alliance with
Veeder-Root Company. Veeder-Root manufactures environmental monitoring equipment
and provides supporting services through its Simplicity offering. The strategic
alliance includes a Commercial Agreement and an $8 million investment through
Veeder-Root's parent company, Danaher Corporation (NYSE: DHR).
Under the terms of the Commercial Agreement, Tanknology-NDE and Veeder-Root
will work to integrate their complementary service offerings, such as combining
Tanknology-NDE's Compliance Management Services ("CMS") with Veeder-Root's
Simplicity Petroleum Data Services.
Under the terms of the investment agreement, Tanknology-NDE issued (i) a
$6.5 million Senior Subordinated Note with a 10% annual interest rate and a
5-year term, (ii) $1.5 million of Tanknology-NDE Redeemable Preferred Stock
which is convertible into 3 million Tanknology-NDE common shares and pays a 10%
annual dividend with a 7-year term, and (iii) 4.5 million warrants to purchase
Tanknology-NDE common stock at $0.375 per share with a 5-year term. If
Veeder-Root exercised its warrants and converted the preferred stock, its
ownership would be approximately twenty-five percent (25%) of Tanknology-NDE on
a fully-diluted basis. Tanknology-NDE, with the proceeds of this investment and
approximately $750,000 of its cash, repaid all Tanknology-NDE's obligations,
including accrued interest, to Banc One Capital Partners ("BOCP") and
repurchased BOCP's 13 million warrants.
Dan Sharplin, President of Tanknology-NDE, noted, "This strategic alliance
represents a significant opportunity. Tanknology-NDE and Veeder-Root will offer
complementary products and services in an integrated package. This alliance will
create more value for our customers while allowing the firms to focus on their
distinctive strengths. The investment agreement provides greater flexibility at
a lesser cost and facilitates Tanknology-NDE's continued growth."
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TANKNOLOGY-NDE INTERNATIONAL, INC.
Steve Sigmon, President of Veeder-Root, North America, noted that "The two
firms working together will bring a wider array of comprehensive services to our
customers. Combining our exciting new Simplicity monitoring services, which uses
market leading Veeder-Root equipment, with a first-rate CMS program and other
services from Tanknology-NDE is a great combination which will provide
meaningful options and better service to our customers."
Tanknology-NDE provides environmental compliance testing and services,
installation of compliance equipment, and consulting services to owners and
operators of aboveground and underground storage tanks ("USTs"). Tanknology-NDE
operates the only nationwide fleet of UST field service and testing vehicles and
provides a complete line of administrative services, compliance management
services, and construction management services to facilitate customers'
compliance with federal, state, and local regulations governing USTs.
Veeder-Root Company, based in Simsbury, Connecticut, is the industry's
leading manufacturer of automatic tank gauge and line leak detection equipment
for detecting leaks in underground storage tanks and lines. Simplicity Petroleum
Data Services, a unit of Veeder-Root, provides a turnkey package of tank gauge
and line leak equipment, 24-hour remote monitoring, compliance reports,
dispatching, and field management services.
To the extent this press release contains forward-looking statements,
Tanknology-NDE believes the expectations reflected in such statements are
reasonable; however, no assurances can be given that such expectations will
prove to be correct.
Additional information about Tanknology-NDE, Veeder-Root, and Danaher can
be found on the Internet at www.tanknde.com, www.veeder-root.com, and
www.danaher.com.
CONTACT:
Amy Graham, Investor Relations, Tanknology-NDE International, Inc.,
(512) 451-6334
Bonnie Van Wie, Veeder-Root Co., 860-651-2700
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