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): January 21, 1999
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KTI, INC.
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(Exact Name of Registrant as Specified in its Charter)
New Jersey
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(State or Other Jurisdiction of Incorporation)
33-85234 22-2665282
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(Commission File Number) (IRS Employer Identification No.)
7000 Boulevard East, Guttenberg, New Jersey 07093
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(Address of principal executive offices) (Zip Code)
(201) 854-7777
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(Registrant's Telephone Number, Including Area Code)
Not Applicable
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(Former Name or Former Address, if Changed Since Last Report)
Item 5. Other Events.
On January 13, 1999, KTI, Inc. (the "Company") announced that it had
entered into an Agreement and Plan of Merger dated January 12, 1999 (the
"Agreement and Plan of Merger") with Casella Waste Systems, Inc., a Delaware
corporation ("Casella"), and Rutland Acquisition Sub, Inc., a New Jersey
corporation and a direct, wholly-owned subsidiary of Casella ("Sub"). The
Agreement and Plan of Merger provides for, among other things, the merger of Sub
with and into the Company upon the terms and subject to the conditions contained
in the merger agreement, with the Company continuing as a direct, wholly-owned
subsidiary of Casella.
The foregoing description is qualified in its entirety by reference to the
Agreement and Plan of Merger attached hereto as Exhibit 99.1.
(c) The following exhibit is incorporated herein by reference:
Exhibit
Number
99.1 Agreement and Plan of Merger, dated January 12, 1999, by and among
Casella Waste Systems, Inc., Rutland Acquisition Sub, Inc. and
KTI, Inc. The schedules to this Exhibit 99.1 do not contain
information which is material to an investment decision. The
Company hereby agrees to furnish a copy of any omitted schedule
to the Commission upon request.
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.
Date: January 21, 1999 KTI, INC.
(Registrant)
By: /s/ Robert E. Wetzel
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Robert E. Wetzel
Senior Vice President