8-K 1 k8-081604.txt 8-K WASTE SERVICES INC., AUGUST 16, 2004 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): August 16, 2004 Waste Services, Inc. _________________________________________________________________ (Exact name of registrant as specified in its charter) Delaware 000-25955 01-0780204 ___________________ _____________ _____________________ (State or other (Commission (I.R.S. Employer jurisdiction of File Number) Identification No.) incorporation) 1122 International Blvd., Suite 601 Burlington, Ontario L7L 6Z8 ___________________________________ _____________________ (Address of principal executive (Zip Code) offices) Registrants' telephone number, including area code: (905)319-1237 ____________________________________________________________ ____________________________________________________________ Item 7. Financial Statements and Exhibits (c) Exhibit 99.1 Press Release issued August 16, 2004. Item 12. Disclosure of Results of Operations and Financial condition Waste Services, Inc. ("Waste Services", "we", "us" or "our") issued a press release on August 16, 2004 announcing our results of operations for the quarter ended June 30, 2004. A copy of that release is furnished as Exhibit 99.1. In our press release, we presented information on our operating income before depreciation, depletion and amortization for the quarter and on an annualized pro forma basis. Operating income before depreciation, depletion and amortization (on an actual and pro forma basis) is a "non- GAAP" financial measure under Regulation G. The components of operating income before depreciation, depletion and amortization are computed by using amounts that are determined in accordance with GAAP. As part of our press release we provided a reconciliation of operating income before depreciation, depletion and amortization for the second quarter 2004 to income from operations for the same period, which is its nearest comparable GAAP financial measure. The reconciliation consists of adding depreciation, depletion and amortization to income from operations. Operating income before depreciation, depletion and amortization (on an actual and pro forma basis) is presented because we believe that it may be used by certain investors to analyze and compare our operating performance between accounting periods and against the operating results of other companies that have different financing and capital structures or tax rates. In addition, management uses operating income before depreciation, depletion and amortization, among other things, as an internal performance measure. Our lenders also use operating income before depreciation, depletion and amortization and adjusted operating income before depreciation, depletion and amortization to measure our ability to service and/or incur additional indebtedness under our credit facility. However, operating income before depreciation, depletion and amortization should not be considered in isolation or as a substitute for net income, cash flows or other financial statement data prepared in accordance with U.S. GAAP or as a measure of a company's performance, profitability or liquidity. Operating income before depreciation, depletion and amortization is not calculated under U.S. GAAP and therefore is not necessarily comparable to similarly titled measures of other companies. 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, thereunto duly authorized. WASTE SERVICES, INC. By: /s/Ivan R. Cairns ______________________________________ Ivan R. Cairns Executive Vice President, General Counsel & Secretary Date: August 16, 2004