-----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, UblGLbHEA9LtNJABidu9NEis1a1CbdwtQJEwloOxKow2crJrHILSe9vQLOBhPG/l HmwJlvhfZ8fWMd/eqziihg== 0000084839-05-000085.txt : 20051005 0000084839-05-000085.hdr.sgml : 20051005 20051005173011 ACCESSION NUMBER: 0000084839-05-000085 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20051004 ITEM INFORMATION: Other Events FILED AS OF DATE: 20051005 DATE AS OF CHANGE: 20051005 FILER: COMPANY DATA: COMPANY CONFORMED NAME: ROLLINS INC CENTRAL INDEX KEY: 0000084839 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-TO DWELLINGS & OTHER BUILDINGS [7340] IRS NUMBER: 510068479 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-04422 FILM NUMBER: 051125785 BUSINESS ADDRESS: STREET 1: 2170 PIEDMONT RD NE CITY: ATLANTA STATE: GA ZIP: 30324 BUSINESS PHONE: 4048882000 MAIL ADDRESS: STREET 1: 2170 PIEDMONT ROAD NE CITY: ATLANTA STATE: GA ZIP: 30324 8-K 1 acq10058k.txt IFC 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): October 4, 2005 ROLLINS, INC. (Exact name of registrant as specified in its charter) Delaware 1-4422 51-0068479 (State or other jurisdiction (Commission File Number) (I.R.S. Employer of incorporation) Identification No.) 2170 Piedmont Road, N.E., Atlanta, Georgia 30324 (Address of principal executive offices) (Zip code) Registrant's telephone number, including area code: (404) 888-2000 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)) Item 8.01. Other Events. The information provided pursuant to this Item 8.01 is to be considered "filed" under the Securities Exchange Act of 1934 ("Exchange Act") and incorporated by reference into those filings of Rollins, Inc (the "Company") that provide for the incorporation of all reports and documents filed by the Company under the Exchange Act. On October 4, 2005, Rollins, Inc. (NYSE: ROL) a premier North American consumer and commercial services company, today announced that it has completed its acquisition of The Industrial Fumigant Company, (IFC). Except for the historical information contained in this report, the statements made by the Company are forward-looking statements that involve risks and uncertainties. All such statements are subject to the safe harbor created by the Private Securities Litigation Reform Act of 1995. The Company's future performance could differ significantly from the expectations of management and from results expressed or implied in the Press Release. See the risk factors contained under the caption "Caution Regarding Forward-Looking Statements" in the Press Release for a discussion of certain risks and uncertainties that may impact such forward-looking statements. For further information on other risk factors, please refer to the "Risk Factors" contained in the Company's Form 10-K filed March 11, 2005 with the Securities and Exchange Commission. The Company disclaims any obligation or duty to update or modify these forward-looking statements. Item 9.01. Financial Statements and Exhibits Exhibit No. Description 99.1 Press Release Dated October 4, 2005. SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, Rollins, Inc. has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. ROLLINS, INC. Date: October 5, 2005 By: /s/Harry J. Cynkus ------------------------------------------ Name: Harry J. Cynkus Title: Chief Financial Officer and Treasurer EX-99 2 acq1005991.txt PRESS RELEASE Exhibit 99.1 For Further Information Contact Harry J. Cynkus (404) 888-2922 FOR IMMEDIATE RELEASE Rollins, Inc. Completes Acquisition of The Industrial Fumigant Company ATLANTA, GEORGIA, October 4, 2005 - Rollins, Inc. (NYSE: ROL) a premier North American consumer and commercial services company, today announced that it has completed its acquisition of The Industrial Fumigant Company, (IFC). Prior to the acquisition, IFC was recognized as a premier pest management company serving the Food and Commodity Industries and ranked as the 24th largest company in the industry. Based in Olathe, Kansas, the Company provides nationwide coverage through its 25 offices and 17 warehouses. Glen Rollins, Vice President of Rollins, Inc. and President of Orkin, Inc. who, along with IFC's leadership, visited with substantially all of IFC's associates over the past month commented, "We are impressed by the broad talent of the IFC team and their enthusiasm for the business. Combining the additional resources of Rollins with IFC's greatest asset, its people, will result in enhanced service to our growing list of customers." Rollins, Inc. is a premier North America consumer and commercial services company. Through its wholly owned subsidiaries, Orkin, Inc., Western Pest Services, and The Industrial Fumigant Company, the Company provides essential pest control services and protection against termite damage, rodents and insects to approximately 1.7 million customers in the United States, Canada, and Mexico from over 400 locations. You can learn more about Orkin by visiting our Web sites at www.orkin.com, www.westernpest.com, www.indfumco.com, and www.rollins.com. You can also find this and other news releases at www.rollins.com by accessing the news releases button. CAUTION CONCERNING FORWARD-LOOKING STATEMENTS This release contains statements that constitute "forward-looking statements" within the meaning of the Private Securities Litigation Reform Act of 1995. These include statements regarding the expected closing date for the IFC transaction and its benefit to the food industry. The actual results of the IFC transaction could differ materially from those indicated by the forward-looking statements because of various risks and uncertainties, including without limitation, general economic conditions; market risk; changes in industry practices or technologies; the ability of IFC and the Company to identify and capitalize on business opportunities arising from the transaction; the Company's ability to integrate IFC into its operations; climate and weather trends; competitive factors and pricing practices; potential increases in labor costs; uncertainties of litigation; and changes in various government laws and regulations, including environmental regulations. All of the foregoing risks and uncertainties are beyond the ability of the Company to control, and in many cases the Company cannot predict the risks and uncertainties that could cause its actual results to differ materially from those indicated by the forward-looking statements. A more detailed discussion of potential risks facing the Company can be found in the Company's Report on Form 10-K filed with the Securities and Exchange Commission for the year ended December 31, 2004. -----END PRIVACY-ENHANCED MESSAGE-----