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): June 17, 2010
COVANTA HOLDING CORPORATION
(Exact name of registrant as specified in its charter)
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| Delaware |
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1-6732 |
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95-6021257 |
| (State or other Jurisdiction of Incorporation) |
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(Commission File Number) |
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(IRS Employer Identification No.) |
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40 Lane Road, Fairfield, New Jersey
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07004 |
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(Zip Code) |
Registrant’s telephone number, including area code: (973) 882-9000
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N/A
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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:
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)
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))
1
On June 17, 2010, Covanta Holding Corporation (the “Company”), a Delaware corporation, issued a press release announcing that its Board of Directors has declared a special cash dividend of $1.50 per share and
increased to $150 million the Company’s authorization to repurchase shares of its outstanding
common stock. The special cash dividend will be payable on July 20, 2010 to stockholders of record
as of the close of business on July 12, 2010.
A copy of the press release is attached hereto as Exhibit 99.1 to this Current Report on Form
8-K and is incorporated herein by reference.
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| Item 9.01. |
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Financial Statements and Exhibits. |
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| Exhibit No. |
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Description |
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99.1
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Press Release, dated June 17, 2010, issued by Covanta Holding Corporation. |
INFORMATION CONCERNING FORWARD-LOOKING STATEMENTS — Certain statements in this press release
may constitute “forward-looking” statements as defined in Section 27A of the Securities Act of 1933
(the “Securities Act”), Section 21E of the Securities Exchange Act of 1934 (the “Exchange Act”),
the Private Securities Litigation Reform Act of 1995 (the “PSLRA”) or in releases made by the
Securities and Exchange Commission (“SEC”), all as may be amended from time to time. Such
forward-looking statements involve known and unknown risks, uncertainties and other important
factors that could cause the actual results, performance or achievements of Covanta and its
subsidiaries, or general industry or broader economic performance in domestic and international
markets in which Covanta operates or competes, to differ materially from any future results,
performance or achievements expressed or implied by such forward-looking statements. Statements
that are not historical fact are forward-looking statements. Forward-looking statements can be
identified by, among other things, the use of forward-looking language, such as the words “plan,”
“believe,” “expect,” “anticipate,” “intend,” “estimate,” “project,” “may,” “will,” “would,”
“could,” “should,” “seeks,” or “scheduled to,” or other similar words, or the negative of these
terms or other variations of these terms or comparable language, or by discussion of strategy or
intentions. These cautionary statements are being made pursuant to the Securities Act, the
Exchange Act and the PSLRA with the intention of obtaining the benefits of the “safe harbor”
provisions of such laws. Covanta cautions investors that any forward-looking statements made by
Covanta are not guarantees or indicative of future performance. Important assumptions and other
important factors that could cause actual results to differ materially from those forward-looking
statements with respect to Covanta include risks and uncertainties that are described in periodic
securities filings by Covanta with the SEC. Although Covanta believes that its plans, intentions
and expectations reflected in or suggested by such forward-looking statements are reasonable,
actual results could differ materially from a projection or assumption in any forward-looking
statements. Covanta’s future financial condition and results of operations, as well as any
forward-looking statements, are subject to change and inherent risks and uncertainties. The
forward-looking statements contained in this press release are made only as of the date hereof and
Covanta does not have or undertake any obligation to update or revise any forward-looking
statements whether as a result of new information, subsequent events or otherwise, unless otherwise
required by law.