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SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
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SCHEDULE 14D-1
(AMENDMENT NO. 16)
TENDER OFFER STATEMENT PURSUANT TO SECTION 14(d)(1) OF THE
SECURITIES EXCHANGE ACT OF 1934
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SAFETY-KLEEN CORP.
(Name of Subject Company)
LAIDLAW ENVIRONMENTAL SERVICES, INC.
LES ACQUISITION, INC.
(Bidders)
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COMMON STOCK, PAR VALUE $.10 PER SHARE
(Title of Class of Securities)
50730L105
(CUSIP Number of Class of Securities)
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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)
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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
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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 in the related Letter 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 announced that the Safety-Kleen Corp. special
shareholder meeting has been concluded and that the Philip Group merger proposal
has been defeated. Laidlaw Environmental said it had extended its exchange offer
for Safety-Kleen common shares until 12:00 p.m. Midnight, New York City time on
Monday, March 16, 1998, in order to give Safety-Kleen shareholders an
opportunity to tender into the offer. The full text of the press release dated
March 9 and issued by Laidlaw Environmental is filed herewith as exhibit (a)(34)
and is incorporated herein by reference.
ITEM 11. MATERIAL TO BE FILED AS EXHIBITS.
(a)(34) Text of press release, dated March 9, 1998, issued by
Laidlaw Environmental.
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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 10, 1998
LAIDLAW ENVIRONMENTAL SERVICES, INC.
By: /s/ KENNETH W. WINGER
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Name: Kenneth W. Winger
Title: President and Chief Executive
Officer
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EXHIBIT INDEX
<TABLE>
<CAPTION>
EXHIBIT
NUMBER DESCRIPTION
- ------- -----------
<S> <C>
(a)(34) -- Text of press release, dated March 9, 1998, issued by
Laidlaw Environmental.
</TABLE>
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EXHIBIT (A)(34)
Safety-Kleen Shareholders Reject Buyout; Laidlaw Environmental Extends Offer
COLUMBIA, S.C., March 9 -- Laidlaw Environmental Services, Inc. (NYSE: LLE)
announced that the Safety-Kleen Corp. (NYSE: SK) special shareholder meeting has
been concluded and that the Philip Group merger proposal has been defeated.
Based on its preliminary count, Laidlaw Environmental said approximately 44% of
Safety-Kleen's outstanding shares were voted in favor of the Buyout.
Mr. Kenneth W. Winger, Laidlaw Environmental's president and chief executive
officer, said:
"We are gratified that once again Safety-Kleen shareholders have
clearly said they prefer the Laidlaw Environmental Offer. We expect the
Safety-Kleen Board of Directors to accede to the will of its shareholders and
remove the poison pill and other obstacles to the completion of our bid. We
urge Safety- Kleen shareholders to promptly tender their shares into our offer
in order to ensure a timely and smooth transition."
Laidlaw Environmental said it had extended its exchange offer for Safety-Kleen
common shares until 12:00 p.m. Midnight, New York City time on Monday, March 16,
1998, in order to give Safety-Kleen shareholders an opportunity to tender into
the offer. Laidlaw Environmental further said that 27.8 million Safety-Kleen
common shares had been validly tendered and not withdrawn at the time the
exchange offer was extended. These shares, combined with the 601,100 shares
already owned by Laidlaw Environmental, represent approximately 48% of the
outstanding shares of Safety-Kleen.
Laidlaw Environmental Services is the leading provider of hazardous and
industrial waste management services to industry and government. 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
