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): JUNE 18, 1997
TRANSAMERICAN WASTE INDUSTRIES, INC.
(Exact name of registrant as specified in its charter)
DELAWARE 0-19615 13-3487422
(State or other jurisdiction (Commission File Number) (IRS Employer
of incorporation) Identification Number)
10554 TANNER ROAD
HOUSTON, TEXAS
77041
(Address of principal executive office)
(Zip Code)
(713) 956-1212
(Registrant's telephone number, including area code)
The Exhibit index is located on page 5.
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ITEM 5. OTHER EVENTS.
(a) On June 18, 1997, TransAmerican Waste Industries, Inc. (the
"Company"), The Omega One Company and Waste Management of Louisiana, L.L.C.
entered into a definitive Asset Purchase Agreement pursuant to which the Company
will acquire certain assets used in the solid waste collection, hauling,
recycling, and disposal operations in Alexandria, Louisiana. The total
consideration to be paid by the Company at the Closing is $2,060,000 in
immediately available funds and the assumption of certain liabilities in
connection with these operations. Consummation of the transaction is subject to
certain closing conditions, including obtaining satisfactory financing.
(b) In a related transaction, the Company and The Omega One Company
entered into a definitive Asset Purchase Agreement pursuant to which the Company
agreed to acquire certain assets used in the solid waste collection, hauling,
recycling and disposal operations in Sabine Parish, DeSoto Parish and
Natchitoches Parish, Louisiana. The total consideration to be paid by the
Company is $1,200,000 in immediately available funds, the forgiveness of
$437,161 of indebtedness and the assumption of certain liabilities in connection
with the operations. Consummation of the transaction is subject to certain
customary closing conditions.
(c) On June 24, 1997, the Company, Boudin's Waste and Recycling, Inc.
("Boudin") and the stockholders of Boudin entered into a definitive Stock
Purchase Agreement pursuant to which the company will purchase all the issued
and outstanding common stock of Boudin. The total consideration to be paid by
the Company is $125,000 in immediately available funds (including a $25,000 down
payment), shares of Common Stock of the Company having a fair market value at
the closing of the transaction of $450,000 and a promissory note in the
aggregate principal amount of $350,000. Consummation of the transaction is
subject to certain customary closing conditions.
(d) On June 25, 1997, the Company issued a press release concerning the
definitive agreements described above.
Except for the historical information contained therein, the matters
discussed in the press release are "forward-looking" statements or information,
as the term is defined by the Private Securities Litigation Reform Act of 1995
(the "1995 Act"). These cautionary statements are being made pursuant to the
provisions of the 1995 Act and with the intention of obtaining the benefits of
the "safe harbor" provisions of the 1995 Act. Such forward-looking statements
involve risks and uncertainties, and actual results could differ materially from
those in the forward-looking statement as a result of various factors. The
forward-looking information is provided solely for illustrative purposes and not
to constitute a forecast or prediction of actual results. The forward-looking
statements, including any information regarding future revenues, are based on
current customers, regulations and expected market and operating conditions, and
are inherently subject to changes in economic, regulatory, operational and other
circumstances that cannot be foreseen. Any adverse changes in regulations or
market and operating conditions may have a material adverse effect on the
Company's estimates. In addition, certain
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assumptions made by the Company may not materialize, and unanticipated events
and circumstances may occur subsequent to the date of these estimates. Neither
the assumptions or the forward-looking statements derived from such assumptions
are warranted as being true or certain to happen by the Company or any of its
stockholders, directors, employees, affiliates or agents.
ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS.
(a) Financial statements of business acquired.
None.
(b) Pro forma financial information.
None.
(c) Exhibits:
99.1 Press release titled "TransAmerican Waste Industries, Inc. signs
Agreements to Acquire Four Businesses" dated June 25, 1997.
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SIGNATURES
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.
TRANSAMERICAN WASTE INDUSTRIES, INC.
Date: June 30, 1997 By: /S/ TOM J. FATJO, III
Tom J. Fatjo, III,
Vice President - Treasurer
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EXHIBIT INDEX
Exhibit numbers are in accordance with the Exhibit Table
in Item 601 of Regulation S-K
Exhibit Sequential
Number Exhibit Description Page Number
- ------ ------------------- -----------
99.1 Press release titled "TransAmerican Waste Industries, 6
Inc. signs Agreements to Acquire Four Businesses"
dated June 25, 1997.
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EXHIBIT 99.1
FOR IMMEDIATE RELEASE Contact: Tommy Fatjo - V.P.
- --------------------- (713) 956-1212
Release #97-6
TRANSAMERICAN WASTE INDUSTRIES, INC. SIGNS AGREEMENTS
TO ACQUIRE FOUR BUSINESSES
Houston, Texas (June 25, 1997)... TransAmerican Waste Industries, Inc.
(NASDAQ: WSTE) announced today that it has entered into a series of agreements
to acquire four businesses surrounding three of its landfills in an effort to
further integrate its solid waste operations and internalize additional waste
streams into its landfills.
In Louisiana, the Company entered definitive agreements with Waste
Management, Inc. and The Omega One Company to acquire certain solid waste
collection and transfer assets in Central Louisiana which will internalize waste
into the Sabine Parish Landfill and LaSalle Parish Landfill currently operated
by the Company.
TransAmerican Waste also entered into a definitive agreement to purchase
the stock of Boudin Waste and Recycling, Inc., a solid waste collection company
based in Bay St. Louis, Mississippi. The acquisition will compliment the
Company's Central Landfill located in Pearl River County, Mississippi.
Additionally, TransAmerican Waste completed the purchase of Target Waste
Industries, Inc., a commercial solid waste collection company based in Mobile,
Alabama, which will allow the Company to internalize waste into the company
operated Chastang Landfill.
Cumulatively, these acquisitions will increase the Company's annual
revenue by approximately $7,000,000 and will internalize approximately 350-400
tons per day of additional waste into the Company's landfills. Total
consideration for the acquisitions is approximately $6,500,000 consisting of
cash, stock, and debt. The closing of the transactions are expected to occur in
August and are subject to normal closing contingencies. Upon completion of the
acquisitions, TransAmerican Waste will have annualized revenue in excess of
$40,000,000.
TransAmerican Waste Industries, Inc. is an emerging solid waste management
company engaged in the collection, transfer, and disposal of non-hazardous solid
waste. Currently the Company has twelve operating locations in the Southern
United States. The Company continues to pursue the privatization of municipal
landfills and selected acquisition opportunities.
