-----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, WdgaCR534MhYtmHUXxi2fdY/5hATQS+16rjKyNY7yzTOsjqHzx6d0g26WyIYhpap 08EbY/PBnIWCA2a89OX57Q== 0000898080-01-000016.txt : 20010123 0000898080-01-000016.hdr.sgml : 20010123 ACCESSION NUMBER: 0000898080-01-000016 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20010116 ITEM INFORMATION: FILED AS OF DATE: 20010116 FILER: COMPANY DATA: COMPANY CONFORMED NAME: ROLLINS TRUCK LEASING CORP CENTRAL INDEX KEY: 0000084244 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-AUTO RENTAL & LEASING (NO DRIVERS) [7510] IRS NUMBER: 510074022 STATE OF INCORPORATION: DE FISCAL YEAR END: 0930 FILING VALUES: FORM TYPE: 8-K SEC ACT: SEC FILE NUMBER: 001-05728 FILM NUMBER: 1509737 BUSINESS ADDRESS: STREET 1: ONE ROLLINS PLAZA STREET 2: 2200 CONCORD PIKE CITY: WILMINGTON STATE: DE ZIP: 19803 BUSINESS PHONE: 3024262700 FORMER COMPANY: FORMER CONFORMED NAME: RLC CORP DATE OF NAME CHANGE: 19900130 FORMER COMPANY: FORMER CONFORMED NAME: ROLLINS LEASING CORP DATE OF NAME CHANGE: 19691118 8-K 1 0001.txt FORM 8-K SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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) January 16, 2001 (January 15, 2001) Rollins Truck Leasing Corp. --------------------------- (Exact Name of Registrant as Specified in Charter) Delaware 1-5728 510074022 - ---------------------------------------- -------------------------------------- -------------------------------------- (State or Other Jurisdiction (Commission (IRS Employer of Incorporation) File Number) Identification No.) One Rollins Plaza, 2200 Concord Pike, Wilmington, DE 19803 - ------------------------------------------------------------------------------- -------------------------------------- (Address of Principal Executive Offices) (Zip Code) Registrant's telephone number, including area code (302) 426-2700 - ---------------------------------------------------------------- -----------------------------------------------------
Item 5. Other Events. On January 15, 2001, Rollins Truck Leasing Corp., issued a press release, a copy of which is filed as Exhibit 99.1 hereto and incorporated herein by this reference. SIGNATURE 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. ROLLINS TRUCK LEASING CORP. Date: January 16, 2001 /s/ Patrick J. Bagley --------------------- By: Patrick J. Bagley Title: Vice President - Finance and Treasurer Exhibit Index Exhibit Description 99.1 Press Release EX-99 2 0002.txt PRESS RELEASE Contact: Louise Moyer Penske Truck Leasing (610) 775-6408 Patrick J. Bagley Rollins Truck Leasing Corp. (302) 426-3409 Penske Truck Leasing to Acquire Rollins Truck Leasing READING, Pa. (January 15, 2001) - Penske Truck Leasing Co., LP, based in Reading, Pa. has agreed to acquire Rollins Truck Leasing Corp. (NYSE: RLC), based in Wilmington, Del. The acquisition will be made in a cash tender offer of $13 for each outstanding share of Rollins' common stock. The purchase price for the shares is approximately $754 million. The Rollins board of directors has unanimously approved the agreement. "We are excited about the tremendous opportunity this purchase creates for both companies," said Roger Penske, chairman, Penske Truck Leasing. "Rollins and Penske Truck Leasing share the same values, commitment to our people and to our customers." Rollins Truck Leasing Corp. is a national full-service truck leasing and rental company, which services more than 53,000 vehicles under various lease and maintenance agreements from approximately 270 locations in the U.S. and Canada. "Because of our shared values, this represents the next step in our growth and the growth of our finest asset - our people. It is also an excellent deal for all shareholders," said John W. Rollins, Jr., president and CEO, Rollins Truck Leasing Corp. Penske Truck Leasing is a global transportation services provider headquartered in Reading, Pa., with annual revenues of approximately $2.7 billion. The company operates more than 152,000 heavy-, medium-, and light-duty trucks and serves customers from approximately 750 locations in the United States, Canada, Mexico, South America and Europe. Product lines include full-service leasing, contract maintenance, commercial and consumer rental, integrated logistics services and supply chain management. The acquisition is subject to regulatory approval and customary closing conditions. Penske Truck Leasing expects to begin the tender offer within seven business days and the offer will be held open for a minimum of twenty business days, as required under Securities and Exchange Commission rules. -more- Penske Acquires Rollins/Page 2 This announcement is not an offer to purchase nor a solicitation of an offer to sell shares. The tender offer for the outstanding shares of Rollins common stock described in this announcement has not yet commenced. At the time the offer is commenced, Penske Truck Leasing will file a tender offer statement with the SEC and Rollins will file a solicitation/recommendation statement with respect to the offer. Investors and security holders of Rollins are urged to read each of the tender offer statement and the solicitation/recommendation statement referenced in this press release when they become available because they will contain important information about the transaction. Investors and security holders may obtain free copies of the tender offer statement and the solicitation/recommendation statement when they become available and other documents filed by Rollins and Penske Truck Leasing with the SEC at the SEC's web site at www.sec.gov. and from Rollins and Penske Truck Leasing. Morgan Stanley Dean Witter advised Rollins in this transaction. # # # -----END PRIVACY-ENHANCED MESSAGE-----