-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, HF/2OA6jyzT3Itk+hTiTQJTvkuZpseR/GdchEHwymG7DCG+fpxRC712F4lk9eFe7 5ip12iUQC2qSdt+p9l8ZKQ== 0000944209-96-000115.txt : 19960701 0000944209-96-000115.hdr.sgml : 19960701 ACCESSION NUMBER: 0000944209-96-000115 CONFORMED SUBMISSION TYPE: 8-K/A PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 19960531 ITEM INFORMATION: Financial statements and exhibits FILED AS OF DATE: 19960628 SROS: NYSE FILER: COMPANY DATA: COMPANY CONFORMED NAME: UNITED STATES FILTER CORP CENTRAL INDEX KEY: 0000318025 STANDARD INDUSTRIAL CLASSIFICATION: REFRIGERATION & SERVICE INDUSTRY MACHINERY [3580] IRS NUMBER: 330266015 STATE OF INCORPORATION: DE FISCAL YEAR END: 0331 FILING VALUES: FORM TYPE: 8-K/A SEC ACT: 1934 Act SEC FILE NUMBER: 001-10728 FILM NUMBER: 96587517 BUSINESS ADDRESS: STREET 1: 73 710 FRED WARING DR STE 222 CITY: PALM DESERT STATE: CA ZIP: 92260 BUSINESS PHONE: 6193400098 MAIL ADDRESS: STREET 1: 73 710 FRED WARING DRIVE SUITE 222 CITY: PALM DESERT STATE: CA ZIP: 92260 FORMER COMPANY: FORMER CONFORMED NAME: AMERICAN TOXXIC CONTROL INC DATE OF NAME CHANGE: 19910401 FORMER COMPANY: FORMER CONFORMED NAME: NOVAN ENERGY INC DATE OF NAME CHANGE: 19871227 8-K/A 1 AMENDMENT NO. 1 TO FORM 8-K SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 8-K/A CURRENT REPORT Pursuant to Section 13 or 15 (d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) MAY 31, 1996 ------------- United States Filter Corporation -------------------------------- (Exact name of registrant as specified in its charter) Delaware 1-10728 33-0266015 - ---------------------------- ----------- ------------------ (State of other juris- (Commission (IRS Employer diction of incorporation File Number) Identification No.) 40-004 Cook Street, Palm Desert, California 92211 ------------------------------------------------- (Address of principal executive offices) zip code Registrant's telephone number, including area code (619) 340-0098 --------------- -1- ITEM 7. FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION AND EXHIBITS. (A) FINANCIAL STATEMENTS OF BUSINESS ACQUIRED Report of Independent Auditors; Consolidated Balance Sheet as of December 31, 1995 and 1994; Consolidated Statements of Operations for the years ended December 31, 1995, 1994 and 1993; Consolidated Statement of Stockholders' Equity (Deficit) for the years ended December 31, 1995, 1994 and 1993; Consolidated Statement of Cash Flows for the years ended December 31, 1995, 1994 and 1993; and Notes to Consolidated Financial Statements. (B) PRO FORMA FINANCIAL INFORMATION: Pro Forma combined balance sheet, statements of operations and notes thereto. (C) EXHIBITS 1.0 Agreement and Plan of Merger, dated as of April 15, 1996, among United States Filter Corporation, U.S. Filter/Zimpro Acquisition Corp., Landegger Environmental Holdings, Inc., John Hancock Capital Growth Fund II Limited Partnership, John Hancock Capital Growth Fund III Limited Partnership, Carl C. Landegger, Trustee and Black Clawson Company (Previously Filed) 23.0 Consent of Independent Accountants -2- SIGNATURE Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this amendment to be signed on its behalf by the undersigned hereunto duly authorized. UNITED STATES FILTER CORPORATION By: /s/ Kevin L. Spence ----------------------- Kevin L. Spence Vice President Date: June 28, 1996 -3- EXHIBIT INDEX
Exhibit No. Description of Exhibit - ----------- ---------------------- 23.0 Consent of Independent Accountants
EX-23.0 2 CONSENT OF ERNST & YOUNG EXHIBIT 23.0 CONSENT OF INDEPENDENT AUDITORS We consent to the incorporation by reference in the Registration Statement (Form S-4 No. 33-63251) and related Prospectus of United States Filter Corporation for the registration of 2,000,000 shares of its common stock of our report dated February 8, 1996, except for Notes 4 and 10, as to which the date is May 10, 1996 with respect to the consolidated financial statements of Zimpro Environmental, Inc. included in the Current Report on Form 8-K of United States Filter Corporation dated May 31, 1996, filed with the Securities and Exchange Commission. ERNST & YOUNG LLP Minneapolis, Minnesota June 11, 1996 -----END PRIVACY-ENHANCED MESSAGE-----