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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
Date of Report (date of earliest event reported): October 22, 1999
STERICYCLE, INC.
(Exact name of registrant as specified in its charter)
Delaware 0-21229 36-3640402
(State or other juris- (Commission file (IRS employer
diction of incorporation) number) identification number)
28161 North Keith Drive
Lake Forest, Illinois 60045
(Address of principal executive offices)
Registrant's telephone number, including area code: (847) 367-5910
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ITEM 5. Other Events
On October 22, 1999, Stericycle, Inc. (the "Company") and Allied Waste
Industries, Inc. ("Allied") entered into first amendments of the stock purchase
agreement and asset purchase agreement pursuant to which the Company is
acquiring the medical waste business of Browning-Ferris Industries, Inc. ("BFI")
from Allied. Allied acquired BFI in a merger completed in July 1999. The two
amendments reduced the aggregate purchase price from $440 million in cash to
$410.5 million in cash, and also eliminated provisions dealing with adjustments
to the purchase price based on audited financial statements and acquisitions and
dispositions pending closing.
Copies of the first amendments to the stock purchase agreement and
asset purchase agreement are filed as exhibits to this Report.
ITEM 7. Financial Statements and Exhibits
(c) Exhibits
The following exhibits are filed with this Report:
EXHIBIT NO. DESCRIPTION
2.1 First Amendment to Stock Purchase Agreement, dated as of October 22,
between Allied Waste Industries, Inc. and Stericycle, Inc.
2.2 First Amendment to Asset Purchase Agreement, dated as of October 22,
1999, between Allied Waste Industries, Inc. and Stericycle, Inc.
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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.
Date: October 25, 1999.
STERICYCLE, INC.
By /s/ Mark C. Miller
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Mark C. Miller
President and Chief Executive Officer
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EXHIBIT INDEX
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EXHIBIT DESCRIPTION SEQUENTIALLY
NUMBERED
PAGE
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2.1 First Amendment to Stock Purchase Agreement, dated as
of October 22, between Allied Waste Industries, Inc.
and Stericycle, Inc.
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2.2 First Amendment to Asset Purchase Agreement, dated as
of October 22, 1999, between Allied Waste Industries, Inc. and
Stericycle, Inc.
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