UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 8-K/A (NO. 2)
Current Report Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934
DATE OF REPORT (DATE OF EARLIEST EVENT REPORTED) NOVEMBER 8, 2010
ENVIRONMENTAL SOLUTIONS WORLDWIDE, INC
(EXACT NAME OF COMPANY AS SPECIFIED IN ITS CHARTER)
FLORIDA 000-30392 13-4172059
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(STATE OR OTHER JURISDICTION) (COMMISSION FILE NUMBER) (I.R.S. EMPLOYER
OF INCORPORATION) IDENTIFICATION)
335 CONNIE CRESCENT, CONCORD, ONTARIO, CANADA L4K 5R2
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: (905) 695-4142
N/A
(Former name or former address, if changed since last report)
|_| Written communication 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 40.13e-4(c))
ITEM 1.01 ENTRY INTO A MATERIAL DEFINITIVE AGREEMENT
Effective February 4, 2011, the Company's wholly owned subsidiary ESW Canada,
Inc. received a fourth waiver of certain financial covenants under its Demand
Credit Agreement dated March 10, 2010 (the "Credit Agreement") from its
commercial lender. Without the waiver, the Company's subsidiary would not be in
compliance with the Current Ratio and Effective Tangible Net Worth covenants as
set forth in the Credit Agreement. The fourth waiver provided by the commercial
lender extends the waiver period from January 31, 2011 through February 14, 2011
and also provides for a fee payable to the lender for the extension as well as
requiring the elimination of any margin deficit by February 14, 2011. In the
event the Company and its subsidiary ESW Canada fail to comply with the terms of
the waiver and meet the current ratio and effective tangible net worth covenants
prior to the end of the waiver period, same will constitute an event of default
as set forth in the Credit Agreement unless a further waiver or modification to
the Credit Agreement can be obtained.
SIGNATURES
Pursuant to the requirement 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.
ENVIRONMENTAL SOLUTIONS WORLDWIDE INC.
Date: February 4, 2011
By: /s/ David J. Johnson
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David J. Johnson
Chief Executive Officer and Presiden
