UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934
Date of report: June 1, 2005
(Date of earliest event reported)
LAIDLAW INTERNATIONAL, INC.
| Delaware (State of Incorporation) |
000-13109 (Commission File Number) |
98-0390488 (IRS Employer Identification No.) |
55 Shuman Boulevard, Suite 400
Naperville, Illinois 60563
(Address of principal executive offices, including zip code)
(630) 848-3000
(Registrant’s telephone number, including area code)
Check the appropriate box if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
| ¨ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) | ||||
| ¨ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) | ||||
| ¨ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) | ||||
| ¨ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) | ||||
| Item 7.01 Regulation FD Disclosure | ||||||||
| Item 9.01 Financial Statements and Exhibits | ||||||||
| SIGNATURE | ||||||||
| Offer to Purchase and Consent Solicitation Statement | ||||||||
| Press Release | ||||||||
| Press Release | ||||||||
Item 7.01 Regulation FD Disclosure
On June 1, 2005, Laidlaw International, Inc. (the “Company”) issued a press release announcing a comprehensive plan to recapitalize its balance sheet. The plan includes:
| • | Commencement of a cash tender offer for all of the Company’s outstanding 10 3/4% senior notes due 2011 (the Offer to Purchase and Consent Solicitation Statement is furnished as part of this current report on Form 8-K as Exhibit 20.1 and is incorporated by reference); | |||
| • | Redemption of $150 million Greyhound Lines, Inc. $150 million senior notes due 2007 and approximately $5 million Greyhound Lines, Inc. 8 1/2% convertible debentures due 2007; and | |||
| • | Replacement of the Company’s current revolving credit facility with a new $600 million senior credit facility. | |||
Copies of the press releases are furnished as a part of this current report on Form 8-K as Exhibit 99.1 and Exhibit 99.2. and are incorporated herein in their entirety by reference.
Item 9.01 Financial Statements and Exhibits
(c) Exhibits
| 22.1 | Offer to Purchase and Consent Solicitation Statement | |||
| 99.1 | Press Release dated June 1, 2005, entitled “Laidlaw International Transforms Balance Sheet” | |||
| 99.2 | Press Release dated June 1, 2005, entitled “Laidlaw International Announces Cash Tender Offer and Consent Solicitation for All Outstanding 10.75% Senior Notes Due 2011” | |||
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.
Dated: June 1, 2005
| LAIDLAW INTERNATIONAL, INC. |
||||
| By: | /s/ Jeffrey W. Sanders | |||
| Name: | Jeffrey W. Sanders | |||
| Title: | Vice President, Corporate Development and Controller | |||
Exhibit Index
| Exhibit No. | Description | |
22.1
|
Offer to Purchase and Consent Solicitation Statement | |
99.1
|
Press Release dated June 1, 2005, entitled “Laidlaw International Transforms Balance Sheet” | |
99.2
|
Press Release dated June 1, 2005, entitled “Laidlaw International Announces Cash Tender Offer and Consent Solicitation for All Outstanding 10.75% Senior Notes Due 2011” |