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): March 1, 1996
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COMFORCE Corporation
(Exact name of registrant as specified in its charter)
Delaware
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State or Other Jurisdiction of Incorporation
1-6081 36-23262248
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Commission File Number I.R.S. Employer
Identification No.
2001 Marcus Avenue, Lake Success, NY 11042
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Address of principal executive offices Zip Code
Registrant's telephone number, including area code: (516) 352-3200
Not Applicable
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Former name, former address and former fiscal year, if changed since last report
Item 2. Acquisition of Assets
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On January 18, 1996, COMFORCE Corporation "COMFORCE" or the
"Registrant") announced it had entered into a letter of intent
to acquire Williams Communication Services ("Williams"), a
privately owned company engaged in the technical staffing,
consulting and outsourcing business. See Registrant's Form 8-K
dated January 18, 1996.
On March 1, 1996, COMFORCE Global, Inc., a wholly-owned
subsidiary of COMFORCE, executed a definitive purchase
agreement (the "Purchase Agreement") and completed the
acquisition of substantially all of the assets of Williams
(except for certain current assets retained by Williams), for
consideration consisting of cash of $2,000,000 and contingent
rights to future payments based on earnings over a four year
period. The Purchase Agreement has been filed as an Exhibit
hereto.
The Acquisition of Williams was funded principally by a $2.25
million revolving credit facility established with Chase
Manhattan Bank. The Loan Agreement has been filed as an
exhibit hereto.
Item 7. Financial Statements and Exhibits
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a) Financial Statements of Business Acquired
As of the date of this Current Report on Form 8-K, it
is impracticable for the Registrant to provide the
financial statements as required by this Item 7(a).
In accordance with Item 7(a)(4) of Form 8-K, such
financial statements shall be filed by amendment to
this Form 8-K as soon as practicable, but no later
than 60 days after March 16, 1996.
(b) Pro Forma Financial Information
As of the date of this Current Report on Form 8-K, it
impracticable for the Registrant to provide the
financial statements as required by this Item 7(b).
In accordance with Item 7(b) of Form 8-K, such
financial statements shall be filed by amendment to
this Form 8-K as soon as practicable, but not later
than 60 days after March 16, 1996.
(c) Exhibits
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99.1 Press Release dated March 5, 1996
10.1 Purchase Agreement among COMFORCE Global, Inc.,
Williams Communications Services,Inc. and Bruce
Anderson
10.2 Loan Agreement among COMFORCE Global, Inc. and
Chase Manhattan Bank
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 thereunder duly authorized.
COMFORCE CORPORATION
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Registrant
Dated: March 13, 1995 CHRISTOPHER P. FRANCO
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Executive Vice President