<PAGE> 1
================================================================================
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
---------------------
SCHEDULE 14D-1
(AMENDMENT NO. 20)
TENDER OFFER STATEMENT PURSUANT TO SECTION 14(d)(1) OF THE
SECURITIES EXCHANGE ACT OF 1934
---------------------
SAFETY-KLEEN CORP.
(Name of Subject Company)
LAIDLAW ENVIRONMENTAL SERVICES, INC.
LES ACQUISITION, INC.
(Bidders)
---------------------
COMMON STOCK, PAR VALUE $.10 PER SHARE
(Title of Class of Securities)
50730L105
(CUSIP Number of Class of Securities)
---------------------
KENNETH WINGER
PRESIDENT AND CHIEF EXECUTIVE OFFICER
LAIDLAW ENVIRONMENTAL SERVICES, INC.
1301 GERVAIS STREET, SUITE 300
COLUMBIA, SOUTH CAROLINA 29201, (803) 933-4200
(Name, Address and Telephone Numbers of Person Authorized to
Receive Notices and Communications on Behalf of Bidder)
---------------------
WITH A COPY TO: WITH A COPY TO:
HERBERT S. WANDER ALAN H. PALEY
KATTEN MUCHIN & ZAVIS PAUL S. BIRD
525 WEST MONROE STREET, SUITE 1600 DEBEVOISE & PLIMPTON
CHICAGO, ILLINOIS 60661-3693 875 THIRD AVENUE
(312) 902-5200 NEW YORK, NEW YORK 10022
(212) 909-6000
================================================================================
<PAGE> 2
This Statement amends and supplements the Tender Offer Statement on
Schedule 14D-1, originally filed with the Securities and Exchange Commission on
January 16, 1998 as previously amended (the "Schedule 14D-1"), relating to the
offer by Laidlaw Environmental Services, Inc., a Delaware corporation ("Laidlaw
Environmental") and LES Acquisition Inc., a Delaware Corporation and indirect
wholly owned subsidiary of Laidlaw Environmental ("LES Acquisition" and together
with Laidlaw Environmental, the "Bidders") to exchange all of the outstanding
common shares, par value $0.10 per share (collectively, the "Shares"), of
Safety-Kleen Corp., a Wisconsin corporation ("Safety-Kleen"), for shares of
common stock, par value $1.00 per share, of Laidlaw Environmental ("Laidlaw
Environmental Common Stock") and cash, upon the terms and subject to the
conditions set forth in the Prospectus, dated January 15, 1998, relating to
Laidlaw Environmental's Offer To Exchange Each Outstanding Common Share
(including the Associated Share Purchase Rights) of Safety-Kleen Corp. (the
"Prospectus") as amended by the Amended Prospectus dated January 27, 1998 (the
"Amendment") and by the Supplement to the Amended Prospectus dated March 18,
1998 (the "Supplement"), and in the related Letters of Transmittal which,
together with any amendments or supplements thereto, constitutes the "Laidlaw
Environmental Offer." Capitalized terms used and not defined herein shall have
the meanings assigned to such terms in the Laidlaw Environmental Offer.
ITEM 10. ADDITIONAL INFORMATION.
Laidlaw Environmental announces that the Securities and Exchange
Commission has declared effective the Supplement to the Amended Prospectus,
dated March 18, 1998, offering $18.30 in cash and 2.80 shares of Laidlaw
Environmental common stock for each share of Safety-Kleen common stock tendered.
The Laidlaw Environmental Offer expires on March 31, 1998 at midnight, New York
city time. The full text of the press release dated March 18 and issued by
Laidlaw Environmental is filed herewith as exhibit (a)(44) and is incorporated
herein by reference.
ITEM 11. MATERIAL TO BE FILED AS EXHIBITS.
(a)(44) Text of press release, dated March 18, 1998, issued by
Laidlaw Environmental.
2
<PAGE> 3
SIGNATURE
After due inquiry and to the best of my knowledge and belief, I certify
that the information set forth in this statement is true, complete and correct.
Dated: March 19, 1998
LAIDLAW ENVIRONMENTAL SERVICES, INC.
By: /s/ KENNETH W. WINGER
---------------------------------------
Name: Kenneth W. Winger
Title: President and Chief Executive
Officer
3
<PAGE> 4
EXHIBIT INDEX
<TABLE>
<CAPTION>
EXHIBIT
NUMBER DESCRIPTION
- ------- -----------
<S> <C>
(a)(44) -- Text of press release, dated March 18, 1998, issued by
Laidlaw Environmental.
</TABLE>
<PAGE> 1
EXHIBIT (A)(44)
Laidlaw Environmental Services, Inc. Revised Offer Declared Effective By SEC
Wednesday, March 18, 1998 06:03 PM
COLUMBIA, S.C., March 18 /PRNewswire/ -- Laidlaw Environmental Services, Inc.
(NYSE: LLE) announced today that the Securities and Exchange Commission has
declared effective the prospectus supplement offering $18.30 in cash and 2.80
shares of Laidlaw Environmental common stock for each share of common stock of
Safety-Kleen Corp. (NYSE: SK). The Safety-Kleen Board of Directors unanimously
recommends that its shareholders tender their shares.
Because of specific time period requirements under SEC rules, the offer has been
extended to midnight, New York City time on March 31, 1998. As of March 16,
1998, approximately 24.9 million Safety-Kleen shares were validly tendered into
the offer and not withdrawn.
Safety-Kleen is an environmental and industrial service company which recycles
and processes the waste streams of 400,000 industrial and automotive customers.
Laidlaw Environmental Services is the leading provider of hazardous and
industrial waste management services to industries and governments. The company
operates from more than 100 locations throughout North America.
SOURCE Laidlaw Environmental Services, Inc.
CONTACT: Kenneth W. Winger, President and Chief Executive Officer or Paul R.
Humphreys, Senior Vice President, Finance and Chief Financial Officer, Laidlaw
Environmental Services, Inc., 803-933-4210
