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): May 18, 2009
COVANTA HOLDING CORPORATION
(Exact name of Registrant as Specified in Its Charter)
         
Delaware   1-6732   95-6021257
         
(State or Other Jurisdiction of   (Commission   (I.R.S. Employer
Incorporation)   File Number)   Identification No.)
     
40 Lane Road    
Fairfield, New Jersey   07004
     
(Address of principal executive offices)   (Zip Code)
(973) 882-9000
 
(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):
o   Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
 
o   Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12(b))
 
o   Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
 
o   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 May 18, 2009, Covanta Holding Corporation issued a press release announcing that it intends to privately offer, subject to market and other conditions, $300 million aggregate principal amount of cash convertible senior notes due 2014. Covanta also expects to grant the initial purchasers for the offering an option to purchase up to an additional $45 million aggregate principal amount of notes, solely to cover over-allotments. The notes will be offered only to qualified institutional buyers pursuant to Rule 144A under the Securities Act of 1933, as amended. A copy of this press release is attached as Exhibit 99.1 hereto and incorporated herein by reference.
Item 9.01. Financial Statements and Exhibits.
(a)   Financial Statements of Business Acquired — Not Applicable
 
(b)   Pro Forma Financial Information — Not Applicable
 
(c)   Shell Company Transactions — Not Applicable
 
(d)    Exhibits
     
Exhibit No.   Exhibit
 
 99.1
  Press Release, dated May 18, 2009.

 

 

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 thereunto duly authorized.
Date: May 18, 2009
         
COVANTA HOLDING CORPORATION
(Registrant)		    
 
        
By:
  /s/ Timothy J. Simpson    
Name:
 
 
Timothy J. Simpson 		   
Title:
  Executive Vice President, General Counsel and Secretary    

 

 

COVANTA HOLDING CORPORATION
EXHIBIT INDEX
     
Exhibit No.   Exhibit
 
    
99.1
  Press Release, dated May 18, 2009.