-----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, N24ey4HQiINsfC5fQp4EphTZoxzGovQDyDFf8GnlWhbo1cr7xOiPX6CJ5QBYTXhO Ar67RZ07nUFdNGpkk2QjcA== 0001299933-07-004706.txt : 20070808 0001299933-07-004706.hdr.sgml : 20070808 20070808090946 ACCESSION NUMBER: 0001299933-07-004706 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20070808 ITEM INFORMATION: Other Events ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20070808 DATE AS OF CHANGE: 20070808 FILER: COMPANY DATA: COMPANY CONFORMED NAME: LAIDLAW INTERNATIONAL INC CENTRAL INDEX KEY: 0000737874 STANDARD INDUSTRIAL CLASSIFICATION: LOCAL & SUBURBAN TRANSIT & INTERURBAN HWY PASSENGER TRAINS [4100] IRS NUMBER: 980390488 STATE OF INCORPORATION: DE FISCAL YEAR END: 0831 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-10657 FILM NUMBER: 071033723 BUSINESS ADDRESS: STREET 1: 55 SHUMAN BLVD. STREET 2: SUITE 400 CITY: NAPERVILLE STATE: IL ZIP: 60563 BUSINESS PHONE: 6308483000 MAIL ADDRESS: STREET 1: 55 SHUMAN BLVD. STREET 2: SUITE 400 CITY: NAPERVILLE STATE: IL ZIP: 60563 FORMER COMPANY: FORMER CONFORMED NAME: LAIDLAW INC DATE OF NAME CHANGE: 19941215 FORMER COMPANY: FORMER CONFORMED NAME: LAIDLAW TRANSPORTATION LTD DATE OF NAME CHANGE: 19900118 8-K 1 htm_21949.htm LIVE FILING LAIDLAW INTERNATIONAL, INC. (Form: 8-K)  

 


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 8, 2007

LAIDLAW INTERNATIONAL, INC.
__________________________________________
(Exact name of registrant as specified in its charter)

     
Delaware 000-10657 98-0390488
_____________________
(State or other jurisdiction
_____________
(Commission
______________
(I.R.S. Employer
of incorporation) File Number) Identification No.)
      
55 Shuman Blvd. Suite 400, Naperville, Illinois   60563
_________________________________
(Address of principal executive offices)
  ___________
(Zip Code)
     
Registrant’s telephone number, including area code:   (630) 848-3000

Not Applicable
______________________________________________
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:

[  ]  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 8.01 Other Events.

On August 8, 2007 Laidlaw International, Inc. issued a press release announcing that each of it and FirstGroup plc ("FirstGroup") has exercised its right to extend the date on which either party may terminate the merger agreement governing FirstGroup’s proposed acquisition of Laidlaw from August 8, 2007 to November 8, 2007. A copy of this press release is furnished as part of this report on Form 8-K as exhibit 99.1 and is incorporated herein in its entirety by reference.





Item 9.01 Financial Statements and Exhibits.

(c) Exhibits

99.1 Press Release dated August 8, 2007






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.

         
    LAIDLAW INTERNATIONAL, INC.
          
August 8, 2007   By:   Jeffrey W. Sanders
       
        Name: Jeffrey W. Sanders
        Title: Vice President, Chief Financial Officer


Exhibit Index


     
Exhibit No.   Description

 
99.1
  Press Release dated August 8, 2007
EX-99.1 2 exhibit1.htm EX-99.1 EX-99.1

LAIDLAW AND FIRSTGROUP EXTEND DATE TO COMPLETE MERGER

NAPERVILLE, ILLINOIS, August 8, 2007 – Laidlaw International, Inc. (NYSE: LI) announced today that each of it and FirstGroup plc (“FirstGroup”) has exercised its right to extend the date on which either party may terminate the merger agreement governing FirstGroup’s proposed acquisition of Laidlaw from August 8, 2007 to November 8, 2007. On February 8, 2007, Laidlaw entered into a merger agreement with FirstGroup under which FirstGroup will acquire all of the outstanding common shares of Laidlaw for $35.25 per share in cash.

As announced on July 11, 2007, Laidlaw and FirstGroup entered into a timing agreement with the Antitrust Division of the U.S. Department of Justice (“Antitrust Division”) to provide the Antitrust Division with additional time to complete its review of the proposed merger. Laidlaw and FirstGroup remain committed to working with the Antitrust Division as it conducts its review and to completing the merger.

Certain statements contained in this press release, including statements that are not historical facts, are forward-looking statements made under the safe-harbor provisions of the Private Securities Litigation Reform Act of 1995. These forward-looking statements can be identified by the use of terminology such as: believe, hope, may, anticipate, should, intend, plan, will, expect, estimate, continue, project, positioned, strategy and similar expressions. Such statements involve certain risks, uncertainties and assumptions that include, but are not limited to:

    Risks and uncertainties related to the proposed merger with FirstGroup, including but not limited to receiving approval from the required regulatory agencies as well as the satisfaction of other customary closing conditions;  

    Economic and other market factors, including competitive pressures and changes in pricing policies;  

    The ability to implement initiatives designed to increase operating efficiencies or improve results;  

    Costs and risks associated with litigation and indemnification obligations;  

    Changes in interpretations of existing, or the adoption of new, legislation, regulations or other laws;  

    The potential for rising labor costs and actions taken by organized labor unions;  

    Continued increases in prices of fuel and potential shortages;  

    Control of costs related to accident and other risk management claims;  

    Terrorism and other acts of violence;  

    The ability to produce sufficient future taxable income to allow us to recover our deferred tax assets;  

    The ability to pay dividends;  

    Potential changes in the mix of businesses we operate;  

    The inability to earn sufficient returns on pension plan assets thus requiring increased funding; and  

    Other risks and uncertainties described in Laidlaw’s filings with the Securities and Exchange Commission (SEC).  

Should one or more of these risks or uncertainties materialize, or should underlying assumptions prove incorrect, actual outcomes may vary materially from those indicated. In light of these risks and uncertainties you are cautioned not to place undue reliance on these forward-looking statements. Laidlaw undertakes no obligation to publicly update forward-looking statements, whether as a result of new information, future events or otherwise. You are advised, however, to consult any further disclosures Laidlaw makes on related subjects as may be detailed in Laidlaw’s other filings made from time to time with the SEC.

Laidlaw International, Inc. is a holding company for North America’s largest providers of school and inter-city bus transport services and a leading supplier of public transit services. The company’s businesses operate under the brands: Laidlaw Education Services, Greyhound Lines, Greyhound Canada and Laidlaw Transit. Laidlaw’s shares trade on the New York Stock Exchange (NYSE: LI). For more information on Laidlaw, visit the website: www.laidlaw.com.

Contact:
Jeff McDougle
Vice President, Treasurer
Phone: 630-848-3146

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