8-K 1 e17416_8k.txt FORM 8-K 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) March 23, 2004 PERMA-FIX ENVIRONMENTAL SERVICES, INC. -------------------------------------------------------------------------------- (Exact name of registrant as specified in its charter) Delaware 1-11596 58-1954497 ---------------- ---------------- ------------------- (State or other (Commission File (IRS Employer jurisdiction of Number) Identification No.) incorporation) 1940 N.W. 67th Place, Suite A, Gainesville, Florida 32653 --------------------------------------------------- ---------- (Address of principal executive offices) (Zip Code) Registrant's telephone number, including area code (352) 373-4200 Not applicable ---------------------------------------------------------------------- (Former name or former address, if changed since last report) Item 5. Other Events On March 23, 2004, we completed our acquisition of certain assets of USL Environmental Services, Inc. d/b/a A&A Environmental ("A&A"), primarily located in Baltimore, Md. and US Liquids of Pennsylvania, Inc. d/b/a EMAX ("EMAX"), located in Pittsburgh, Pa., both of which are wholly owned subsidiaries of US Liquids Inc. ("USL"). Perma-Fix paid $2.9 million in cash for the acquired assets of A&A and EMAX. A&A and EMAX had unaudited combined revenues of approximately $15.0 million in 2003. A&A is a full line provider of environmental, marine and industrial maintenance services. A&A has been in business for over 45 years and continues to adapt to meet the specialized needs of today's environmental and plant managers. A&A offers expert environmental services such as 24 hour emergency response, vacuum services, hazardous and non-hazardous waste disposal, marine environmental and other remediation services. EMAX, through its field and industrial services group, provides a variety of environmental services such as transportation of drums and bulk loads, tank cleaning, industrial maintenance, dewatering, drum management and chemical packaging. EMAX also has a wastewater treatment group, which provides for the treatment of non-hazardous wastewaters such as leachates, oily waters, industrial process waters and off-spec products. We currently intend to continue operating the assets acquired from A&A and EMAX as they were operated prior to acquisition. Item 7. Financial Statements and Exhibits (a) Financial statements - Not applicable, (c) Exhibits Exhibit No. Description ----------- ----------- 5.1 Asset purchase agreement dated March 23,2004, between the Company and USL Environmental Services, Inc., a Maryland corporation, d/b/a A&A Environmental. 5.2 Asset purchase agreement dated March 23,2004, between the Company and US Liquids of Pennsylvania, Inc., a Pennsylvania corporation, d/b/a EMAX. SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, the Company has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. PERMA-FIX ENVIRONMENTAL SERVICES, INC. By: /s/ Richard T. Kelecy ---------------------------------- Richard T. Kelecy Dated: April 7, 2004 Chief Financial Officer