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 24, 2004
PERMA-FIX ENVIRONMENTAL SERVICES, INC.
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(Exact name of registrant as specified in its charter)
Delaware 1-11596 58-1954497
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(State or other (Commission File (IRS Employer
jurisdiction of Number) Identification No.)
incorporation)
1940 N.W. 67th Place, Suite A, Gainesville, Florida 32653
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(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code (352) 373-4200
Not applicable
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(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):
|_| 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 1.02. Termination of a Material Definitive Agreement.
On August 24, 2004, the Company gave notice of its intent to prepay
and did prepay the $5.6 million principal amount outstanding under
its 13.5% Senior Subordinated Notes due July 31, 2006, plus accrued
interest and applicable fees. This will result in the elimination of
annual interest expense of approximately $760,000 associated with
this senior subordinated debt, before any interest expense under the
revolving credit facility in connection with amounts borrowed to
prepay the senior subordinated debt. The Company received proceeds
from a private placement held earlier in the year for the purpose of
prepayment of this senior subordinated debt, which were used in the
interim to pay down the revolving credit facility. Additionally, the
Company will no longer amortize the debt discount and prepaid
financing fees from the original financing of these senior
subordinated notes, resulting in additional savings of approximately
$584,000 per year. However, the company will take a one-time,
non-cash charge of approximately $1.2 million in the third quarter
of 2004 for the write-off of the unamortized portion of the above
described debt discount and prepaid financing fees. The Company paid
an early termination fee of approximately $190,000, as a result of
the pre-payment.
Item 2.04. Triggering Events That Accelerate or Increase a Direct Financial
Obligation or an Obligation under an Off-Balance Sheet Arrangement.
The information set forth in Item 1.02 is herein incorporated by
reference.
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
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Richard T. Kelecy
Dated: August 25, 2004 Chief Financial Officer