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 13, 1998
WASTE RECOVERY, INC.
(Exact name of registrant as specified in its charter)
TEXAS 0-14881 75-1833498
(State or Other Jurisdiction (Commission (I.R.S. Employer
of Incorporation) File Number) Identification Number)
309 SOUTH PEARL EXPRESSWAY
DALLAS, TEXAS 75201
(Address of principal executive offices)
(214) 741-3865
(Registrant's Telephone Number, Including Area Code)
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ITEM 2. ACQUISITION OR DISPOSITION OF ASSETS.
Waste Recovery, Inc. or the "Registrant" (OTC:WRII) is a Texas
corporation and the leading American processor of scrap tires and producer of
tire-derived fuel.
On October 15, 1998 the Registrant announced the disposition of its
subsidiary, New U.S. Tire Recycling Corp. (the "US Tire Subsidiary"), to
Concord Recycling, L.L.C. ("Purchaser"), a Delaware limited partnership
affiliated with David Greenstein, the former President and director of the
Registrant. A copy of the explanatory press release dated October 15, 1998,
is attached hereto as Exhibit 20.1.
Purchaser acquired the US Tire Subsidiary effective October 13, 1998 for
approximately $2.8 million, consisting of cash and assumption of existing
convertible subordinated indebtedness of Waste Recovery, Inc., the delivery
of 1,500,000 shares of the Registrant's Common Stock and an option to acquire
500,000 additional shares of Common Stock at $1.00 per share. In addition,
the various parties executed and delivered releases to the other parties. A
copy of the Purchase Agreement is attached hereto as Exhibit 10.1.
In 1996 the Registrant acquired U.S. Tire Recycling Partners, L.P., the
predecessor of the US Tire Subsidiary, for approximately 3,243,000 shares of
unregistered Common Stock, $1,850,000 aggregate principal amount of
convertible subordinated notes and promissory notes in the aggregate amount
of $605,305.
Certain statements in this Form 8-K may constitute "forward-looking
statements" within the meaning of the Private Securities Litigation Reform
Act of 1995 (the "Reform Act"). Such forward-looking statements involve
known and unknown risks, uncertainties, and other factors which may cause the
actual results, performance or achievements of Registrant to be materially
different from any future results, performance or achievements expressed or
implied by such forward-looking statements. Such factors include, among
others, the following: general economic and business conditions; competition;
success of operating initiatives; development and operating costs; adverse
publicity; changes in business strategy or development plans; quality of
management; availability, terms and deployment of capital; business abilities
and judgment of personnel; availability of qualified personnel; labor and
employee benefit costs; changes in, or failure to comply with, government
regulations; and other factors.
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ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS.
(c) Exhibits.
10.1 Purchase Agreement dated October 13, 1998 by and among Waste
Recovery, Inc., New U.S. Tire Recycling Corp., U.S. Tire
Recycling Partners, L.P., Tirus Associates, L.L.C. and Concord
Recycling, L.L.C.
20.1 Press release issued October 15, 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.
WASTE RECOVERY, INC.
Dated: October 28, 1998 By: /s/ Thomas L. Earnshaw
------------------------------
Printed Name: Thomas L. Earnshaw
Title: President
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EXHIBIT INDEX
Exhibit
Number Description Page
- ------- ----------- ----
10.1 Purchase Agreement dated October 13, 1998
by and among Waste Recovery, Inc., New
U.S. Tire Recycling Corp., U.S. Tire
Recycling Partners, L.P., Tirus Associates,
L.L.C. and Concord Recycling, L.L.C.
20.1 Press release issued October 15, 1998
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