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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):
August 3, 1998
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 5. Other Events.
On August 5, 1998, KTI Environmental Consulting, Inc., a
subsidiary of KTI, Inc., a New Jersey corporation (the Company or the
Registrant) purchased substantially all of the assets of First State Recycling,
Inc., a Delaware corporation ("First State Recycling") for cash and stock in the
amount of $1.85 million. The Company is purchasing First State Recycling subject
to existing funded debt of $445,000.
First State Recycling has its headquarters in Wilmington,
Delaware. First State Recycling is in the business of processing post industrial
and other waste plastics.
First State Recycling had revenues of approximately $2.8
million in 1997.
On August 3, 1998, the Company completed the exchange of
843,960 shares of its 8.75% Convertible Exchangeable Series B Preferred Stock
for $21,099,000 par amount of its Convertible Subordinated 8.75% Notes due
August 15, 2004. 12,040 shares of its 8.75% Convertible Exchangeable Series B
Preferred Stock were converted into shares of the Company's common stock.
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ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS
(c) Exhibits.
Exhibit Number Description
-------------- -----------
4.1 ASSET PURCHASE AGREEMENT dated as of August 5, 1998,
by and among First State Recycling, Inc., a Delaware
corporation, and KTI Environmental Consulting, Inc.,
a Delaware corporation. The exhibits to the
SECURITIES PURCHASE AGREEMENT do not contain
information which is material to an investment
decision.
4.2 News Release dated August 5, 1998
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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: August 5, 1998 By: /s/ Martin J. Sergi
-------------------------
Name: Martin J. Sergi
Title: President
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EXHIBITS
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Exhibit Number Description
-------------- -----------
4.1 ASSET PURCHASE AGREEMENT dated as of August 5, 1998,
by and among First State Recycling, Inc., a Delaware
corporation, and KTI Environmental Consulting, Inc.,
a Delaware corporation. The exhibits to the
SECURITIES PURCHASE AGREEMENT do not contain
information which is material to an investment
decision.
4.2 News Release dated August 5, 1998