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SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
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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):
November 14, 1997
KTI, INC.
(Exact name of Registrant as specified in Charter)
New Jersey 33-85234 22-2665282
(State or other juris- (Commission (IRS Employer
diction of incorporation) File Number Identification
Number)
7000 Boulevard East, Guttenberg, New Jersey 07093
(Address of principal executive office) (Zip Code)
Registrant's telephone number including area code- (201) 854-7777
Not Applicable
(Former name and former address, as changed since last report)
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ITEM 2. ACQUISITION OR DISPOSITION OF ASSETS.
On November 14, 1997, the Company completed the acquisition of three
recycling facilities located in Franklin Park, Illinois, a suburb of Chicago,
Charlestown, Massachusetts, a suburb of Boston, and in Newark, New Jersey. The
facilities will be operated by wholly owned subsidiaries of the Company under
the name of KTI Recycling. The three facilities are capable of processing
approximately 50,000 tons of post consumer and commercial recyclables per month.
The facilities were purchased as part of an asset purchase from Prins
Recycling Corp. and its subsidiaries ("Prins") pursuant to an order of the
Bankruptcy Court for the District of New Jersey entered on November 6, 1997. In
addition to the facilities, the Company purchased substantially all of the
remaining assets of Prins, including cash, accounts receivable and causes of
action. Certain assets and contracts were rejected by Prins as not economically
attractive. Certain causes of action arising under the Bankruptcy Code were not
purchased.
The purchase price was approximately $13.6 million. The purchase was
financed in part by a term loan of $7.5 million provided by Key Bank, National
Association, bearing interest at said Bank's base rate plus 1.25% per annum,
amortized with level monthly principal payments amortized over 60 months. The
term loan is secured by a mortgage on the Franklin Park, Illinois facilities,
all property and equipment at three facilities not pledged to third parties and
the accounts receivable generated by the three facilities. The balance of the
purchase price was paid by internal cash on hand and by a temporary draw of a
portion of the Company's revolving line of credit of $11 million, provided by
Key Bank, National Association.
A subsidiary of the Company had operated Prins from May 1, 1997 until the
closing of the purchase. Pursuant to an agreement with PNC Bank, National
Association, the Company received a one-time management fee of $700,000, paid by
said Bank.
ITEM 5. OTHER EVENTS
The Company completed an amendment to its Amended and Restated Revolving
and Term Loan Agreement with Key Bank, National Association, adding the Term
Loan provision referred to above, effective as of November 14, 1997.
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ITEM 7. EXHIBITS
(a) Financial statements of the business acquired.
It is impractical to provide the required financial statements for Prins
Recycling Corp. as audited financial statements are not available at this time.
The required financial statements will be filed under an amendment to this form
as soon as practical, following receipt of audited financial statements, but not
later than January 16, 1998.
(b) Pro Forma Financial information
It is impractical to provide the required pro forma financial information as
audited financial statements for Prins Recycling Corp. are not available at this
time. The required pro forma financial information will be filed under an
amendment to this form as soon as practical, following receipt of audited
financial statements, but not later than January 16, 1998.
(c) Exhibits
Exhibit Number Description
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4.1 Release dated November 14, 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.
KTI, Inc.
(the Registrant)
Dated: December 4, 1997 By: /s/ Martin J. Sergi
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Name: Martin J. Sergi
Title: President