Livingstone greases another environmental services deal
April 2009
Livingstone, is pleased to announce the successful representation of World Waste Technologies, Inc. (“World Waste”, OTC: WDWT), in rendering a fairness opinion in regard to WDWT’s merger with Vertex Energy, Inc. (“Vertex”), a leading logistical manager, aggregator, processor and recycler of used motor oil and other off-spec hydrocarbon products throughout the United States.Prior to the transaction, World Waste Technologies was engaged in developing and operating technology utilized to convert municipal solid waste into paper products and other recyclable commodities. The company also worked on projects related to converting municipal solid waste into biofuels and other forms of renewable energy. After the transaction, the combined company will be called Vertex Energy, Inc., and its primary business focus will be the recovery and recycling of used oil and other off-spec hydrocarbon streams, however, Vertex Energy expects to continue pursuing World Waste’s business development efforts going forward. The holders of World Waste's Series A and Series B preferred stock possessed redemption rights that could have required WDWT to redeem the shares of preferred stock in April 2010 for cash in the amount of approximately $46 million. Had the holders of World Waste preferred stock exercised their redemption rights, World Waste would likely have been unable to meet such a redemption demand and the World Waste common stock would likely have been valueless.
Livingstone expressed its opinion with respect to the fairness of consideration to be received by each class of World Waste’s shareholders in the merger. Livingstone also advised WDWT in regard to its negotiations and ultimate settlement with holders of the Series A and Series B preferred stock. Livingstone has deep experience in the environmental services sector and was able to assess and communicate to all stakeholders the intrinsic value of the proposed merger with Vertex (based largely on recent market activity involving aggregators and recyclers of used motor oil and other quantitative valuation analyses) relative to other potential strategies under consideration by management.
Under the terms of the merger agreement, existing shareholders of World Waste will own approximately 59% of the capital stock of Vertex. The existing partners of Vertex LP will own approximately 41% of the outstanding capital stock.
The World Waste transaction marked Livingstone’s third special situations transaction of 2009, and fifth environmental services deal since 2007.
For further information contact:
Stephen Miles
Tel: 312.670.5900
Email: miles@livingstonepartners.com
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