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
September 10, 1997
Date of Report Date of earliest event reported
American Disposal Services, Inc.
(Exact name of registrant as specified in its charter)
Delaware 0-28652 13-3858494
(State or other Commission File Number (I.R.S. Employer
jurisdiction of Identification
incorporation or number)
organization)
745 McClintock Drive, Suite 230, Burr Ridge, Illinois 60521
(Address of Principal Executive Offices)
708 655-1105
(Registrant's telephone number, including area code)
Not Applicable
(Former name or former address, if changed since
last report.)
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Item 2. Acquisition
On September 10, 1997, America Disposal Services, Inc. (the
"Company") acquired all of the outstanding shares of capital
stock of Illinois Bulk Handlers, Inc. ("Bulk Handlers"), Shred-
All Recycling Systems, Inc. ("Shred-All"), Fred B. Barbara
Trucking Co., Inc. ("Trucking") and Environtech, Inc.
("Environtech", collectively with Bulk Handlers, Shred-All and
Trucking, the "Barbara Companies") from Fred Barbara and certain
related persons (the "Acquisition"). The Barbara Companies
provide hauling, transfer, recycling and disposal services in the
greater Chicago metropolitan area and include a collection
company (with a fleet of 150 vehicles), a transfer station and
recycling facility (capable of processing traditional
recyclables, as well as tires, cement, wood pallets, aluminum
scrap and other bulk materials), and a landfill consisting of
approximately 326 acres (of which approximately 78 acres are
permitted), having approximately 23 years of remaining site life
at current average volumes.
The Company acquired the outstanding shares of the Barbara
Companies in exchange for a total initial payment of $58,500,000,
of which $43,875,000 was paid in cash and the balance by delivery
of 539,917 shares of the Company's common stock, par value $.01
per share (the "Common Stock"). The Company funded the cash
portion of the initial purchase price with proceeds from the
Company's credit facility. The purchase price is subject to
increase (up to an aggregate of approximately $50,000,000) in the
event that certain performance criteria are achieved. In
general, any such purchase price increase is payable 75% in cash
and 25% by delivery of shares of the Company's Common Stock.
In connection with the Acquisition, Mr. Barbara entered into
a five-year employment agreement with the Company (subject to
renewal for up to an additional four years at the option of Mr.
Barbara) to serve as an executive officer of the Barbara
Companies. In addition, Mr. Barbara entered into a non-
competition agreement with the Company (having a term extending
two years beyond the termination of Mr. Barbara's employment
agreement with the Company), as well as an agreement to lease to
the Company a combination office, garage and storage facility.
<PAGE>
Item 7. Financial Statements, Pro Forma Financial Information
and Exhibits.
(a) Financial Statements of Business Acquired. To be filed
by amendment not later than 60 days after the date that
the initial report on Form 8-K must be filed.
(b) Pro Forma Financial Information. To be filed by
amendment not later than 60 days after the date that
the initial report on Form 8-K must be filed.
(c) Exhibits: None.
<PAGE>
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.
AMERICAN DISPOSAL SERVICES, INC.
Date: September 23, 1997
By:/s/Richard De Young
Richard De Young
President and
Chief Executive Officer
