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
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Date of Report (Date of earliest event reported): September 9, 2019 (September 6, 2019)
SERVICEMASTER GLOBAL HOLDINGS, INC.
(Exact name of each registrant as specified in its charter)
Delaware |
|
001-36507 |
|
20-8738320 |
(State or other jurisdiction of incorporation) |
(Commission File Numbers) |
(IRS Employer Identification Nos.) |
150 Peabody Place, Memphis, Tennessee |
|
38103 |
(Address of principal executive offices) |
(Zip Code) |
(901) 597-1400
(Each registrant’s telephone number, including area code)
_______________________________________________
(Former name or former address, if changed since last report)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):
☐ 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))
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company ☐
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
Securities registered pursuant to Section 12(b) of the Act:
Title of each class |
Trading Symbol(s) |
Name of each exchange on which registered |
Common, par value $0.01 |
SERV |
NYSE |
Item 7.01. Regulation FD Disclosure
On September 9, 2019, ServiceMaster Global Holdings, Inc. announced its recent acquisition of Nomor Holding AB, a Stockholm-based pest control company, with operations in Sweden and Norway. In connection with this announcement, ServiceMaster issued a press release on September 9, 2019, a copy of which is being furnished hereto as Exhibit 99.1.
Item 9.01. Financial Statements and Exhibits.
(d) Exhibits
Exhibit |
Description |
|
99.1 |
Press Release of ServiceMaster Global Holdings, Inc. issued September 9, 2019. |
|
|
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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.
SERVICEMASTER GLOBAL HOLDINGS, INC. |
||
(Registrant) |
||
September 9, 2019 |
By: |
/s/ Anthony D. DiLucente |
Anthony D. DiLucente |
||
Senior Vice President and Chief Financial Officer |
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EXHIBIT INDEX
Exhibit |
Description |
|
99.1 |
Press Release of ServiceMaster Global Holdings, Inc. issued September 9, 2019. |
4
Exhibit 99.1
ServiceMaster Enters European Pest Management Market with Acquisition of Nomor Holding AB
Memphis, Tenn. (September 9) — ServiceMaster (NYSE: SERV), a leading provider of pest control, restoration and cleaning services to residential and commercial customers, today announced its recent acquisition of Nomor Holding AB, a Stockholm-based pest control company, with operations in Sweden and Norway. Nomor is the fourth largest pest control company in Europe.
“We are incredibly excited to have the Nomor team join us as we launch our global expansion strategy and enter the large and growing European pest market," said Nik Varty, CEO of ServiceMaster. “As we have shared with our investors and employees, we have global aspirations and these partners will help us execute our strategy through the established and successful platform they built in Sweden and Norway. Our new colleagues and their seasoned management team will provide us with local expertise, experienced in driving organic growth and profitability.”
“ServiceMaster is going to be a great home for Nomor,” said Svein Olav Stölen, CEO of Nomor Holding AB. “Together we will build off our already strong position in the European market. With my fantastic team and experts, and together with a world-leading pest control services organization, it’s going to be a winning concept.”
Nomor is a leading provider of pest control and hygiene services in both Sweden and Norway—where it operates the well-known Pelias brand, with a head office in Elverum. The company offers a broad range of pest control and hygiene services, including preventative pest measures, food safety services, inspection and sanitation of mold/fungi, and has deep relationships with the insurance industry in both countries. Nomor has secured its strong position in the market combining organic growth and M&A.
Nomor gives ServiceMaster a strong platform for growth in the highly-fragmented European pest control market. A nationwide network of local technicians makes Nomor the number two player in both Norway and Sweden. The company has about 500 employees and approximately 30,000 customers across Sweden and Norway.
Nomor is expected to contribute approximately $60 million in revenue and approximately $14 million of adjusted EBITDA in the full year 2020. The approximately $200 million purchase will be funded through $120 million in borrowing from the company’s revolving credit facility as well as cash from operations.
The current management team will stay in place and report to Dion Persson, senior vice president of Strategy and International Operations for ServiceMaster.
ServiceMaster acquired Nomor from Norvestor, a Nordic private equity firm focused on investing in Nordic mid-cap companies with strong growth potential, including service businesses that deliver sustainable cost efficiencies through automation and digital transformation.
ServiceMaster was advised by Foros, McDermott Will & Emery, Mannheimer Swartling Advokatbyra (Sweden), and Advokatfirmaet Thommessen (Norway). Nomor was advised by The Potomac Company, ABG Sundal Collier (Norway), and Törngren Magnell (Sweden).
About ServiceMaster
ServiceMaster Global Holdings, Inc. is a leading provider of termite and pest control, cleaning and restoration services in both the residential and commercial markets, operating through an extensive service network of more than 8,000 company-owned locations and franchise and license agreements. The company’s portfolio of well-recognized brands includes AmeriSpec (home inspections), Copesan (commercial national accounts pest management), Furniture Medic (cabinet and furniture repair), Merry Maids (residential cleaning), ServiceMaster Clean (commercial cleaning), ServiceMaster Restore (restoration and reconstruction), Terminix (termite and pest control) and Terminix Commercial (commercial termite and pest control). The company is headquartered in Memphis, Tenn. Go to www.servicemaster.com for more information about ServiceMaster or follow the company at twitter.com/ServiceMaster or Facebook.com/ServiceMaster.
About Nomor
Nomor is the second largest pest control company in Sweden and Norway operating nationwide within three service areas: Pest control, Food safety and Home & House. Customers include among others insurance companies, property owners, municipalities and the HoReCa industry. Nomor’s corporate headquarters is in Sollentuna, outside of Stockholm, Sweden. www.nomor.se
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