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 12 1997
USA WASTE SERVICES, INC.
(Exact name of registrant as specified in its charter)
DELAWARE 1-12154 73-1309529
(State of Incorporation) Commission File Number) (I.R.S. Employer
Identification Number)
1001 FANNIN STREET
SUITE 4000
HOUSTON, TEXAS 77002
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: (713) 512-6200
2
ITEM 2. ACQUISITION OR DISPOSITION OF ASSETS.
On March 12, 1997, USA Waste Services, Inc., ("USA Waste") issued a press
release announcing that it had completed the previously announced US $518
million acquisition of the Canadian solid waste subsidiaries of Allied Waste
Industries, Inc., in a transaction accounted for as a purchase. A copy of the
press release is attached hereto as Exhibit 99.1 and is incorporated herein by
reference.
In connection with the acquisition, Canadian Waste Services, Inc., a subsidiary
of USA Waste, ("Canadian Waste") has signed a consent order with the
Competition Tribunal in Canada with respect to the divestiture of certain solid
waste collection operations in the Sarnia, Brantford and Ottawa markets that
have estimated annualized revenues of US $8 million. In order to facilitate the
divestitures in the Sarnia and Ottawa markets the consent order requires
Canadian Waste to provide prospective buyers with access to landfills in these
markets.
In connection with the acquisition, Canadian Waste entered into a $350 million
note bearing interest at the bankers' acceptance rate plus 0.45%, maturing in
seven years. Of the remaining balance of the purchase price, $80 million was
borrowed by USA Waste under its existing credit senior revolving credit
facility and $88 million was from the proceeds of USA Waste's sale of common
stock and 4% convertible subordinated notes in February 1997.
ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS.
(a) Financial Statements of Business Acquired
At this time, it is impracticable to provide the audited
historical financial statements of the business acquired.
The required information will be filed no later than 60 days
after the filing of the Current Report on Form 8-K.
(b) Pro Forma Financial Information
At this time, it is impracticable to provide the required pro
forma financial information of USA Waste for the acquisition.
The required information will be filed no later than 60 days
after the filing of this Current Report on Form 8-K.
(c) Exhibits
99.1 Press Release of USA Waste Services, Inc. dated March
12, 1997, announcing the acquisition of the Canadian
solid waste subsidiaries of Allied Waste Industries,
Inc.
99.2 Share Purchase Agreement dated January 15, 1997, as
amended February 11, 1997 and February 27, 1997 among
Allied Waste Industries, Inc., Allied Waste Holdings
(Canada) Ltd., Laidlaw Waste Systems, Inc., USA Waste
Services, Inc. and Canadian Waste Services, Inc.
The exhibits and schedules to Exhibit 99.2 as referenced in Section
1.4 thereto have been omitted from Exhibit 99.2. The registrant will furnish
supplementally a copy of any omitted exhibit or schedule to the Commission upon
request.
SIGNATURE
Pursuant to the requirements of Section 12 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.
Dated: March 27, 1997
USA WASTE SERVICES, INC.
By:/s/ GREGORY T. SANGALIS
--------------------------
Gregory T. Sangalis
Vice President, General
Council and Secretary
3
EXHIBIT INDEX
Exhibit
Number Description
------- -----------
99.1 Press Release of USA Waste Services, Inc. dated March
12, 1997, announcing the acquisition of the Canadian
solid waste subsidiaries of Allied Waste Industries, Inc.
99.2 Share Purchase Agreement dated January 15, 1997, as
amended February 11, 1997 and February 27, 1997 among
Allied Waste Industries, Inc., Allied Waste Holdings
(Canada) Ltd., Laidlaw Waste Systems, Inc., USA Waste
Services, Inc. and Canadian Waste Services, Inc.