1 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) MARCH 5, 1997 SERV-TECH, INC. (Exact name of registrant as specified in its charter) TEXAS 0-1788 74-1398757 (State or other (Commission (IRS Employer jurisdiction of File Number) Identification incorporation) Number) 5200 CEDAR CREST BOULEVARD HOUSTON, TEXAS 77087 (Address of principal executive offices and zip code) (713) 644-9974 (Registrant's telephone number, including area code) 2 ITEM 5. OTHER EVENTS On March 5, 1997, the Registrant entered into an Agreement and Plan of Merger dated March 5, 1997, by and among Philip Environmental Inc., an Ontario, Canada corporation ("Philip"), Taro Aggregates Ltd., an Ontario, Canada corporation and wholly-owned subsidiary of Philip ("Taro"), ST Acquisition Corporation, a newly-formed Texas corporation and wholly-owned subsidiary of Taro (the "Subsidiary"), and the Registrant (the "Merger Agreement"), which Merger Agreement provides for the merger of the Subsidiary with and into the Registrant. Pursuant to the Merger Agreement, the shareholders of the Registrant will receive 0.403 share of Philip common stock for each share of outstanding Registrant common stock. The attached press release and Agreement and Plan of Merger are filed as exhibits and are incorporated herein by reference. ITEM 7. EXHIBITS Exhibit 20 Press Release dated March 6, 1997. Exhibit 99 Agreement and Plan of Merger dated March 5, 1997. SIGNATURE 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. SERV-TECH, INC. Dated: March 6, 1997 By: /s/ David P. Tusa David P. Tusa, Senior Vice President, Finance & Administration -2- 3 INDEX TO EXHIBITS Exhibit 20 Press Release dated March 6, 1997. Exhibit 99 Agreement and Plan of Merger dated March 5, 1997.