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): September 10, 1999
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CASELLA WASTE SYSTEMS, INC.
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(Exact Name of Registrant as Specified in its Charter)
Delaware
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(State or Other Jurisdiction of Incorporation)
0-911177 03-338873
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(Commission File Number) (IRS Employer Identification No.)
25 Greens Hill Lane, Rutland, Vermont 05701
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(Address of principal executive offices) (Zip Code)
(802) 775-0325
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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 September 9, 1999, Casella Waste Systems, Inc. ("Casella") announced
that it had entered into a second amendment to the Agreement and Plan of
Merger by and among Casella, KTI, Inc., a New Jersey corporation ("KTI"), and
Rutland Acquisition Sub, Inc., a New Jersey corporation and a direct,
wholly-owned subsidiary of Casella. Under the terms of the amended merger
agreement, KTI shareholders will receive 0.51 of a share of Casella Class A
Common Stock for each share of KTI common stock they hold.
Casella issued a press release dated September 9, 1999, describing,
among other things, the second amendment to the Agreement and Plan of Merger.
The foregoing description is qualified in its entirety by reference to
the press release attached hereto as Exhibit 99.1 and the second amendment to
the Agreement and Plan of Merger attached hereto as Exhibit 99.2.
(c) The following exhibits are incorporated herein by reference:
Exhibit
Number
99.1 Press Release dated September 9, 1999
99.2 Amendment No. 2 to Agreement and Plan of Merger
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: September 10, 1999 CASELLA WASTE SYSTEMS, INC.
(Registrant)
By: /s/ John W. Casella
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John W. Casella
President, Chief Executive
Officer and Chairman of
the Board