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): May 23, 1996 (May 10, 1996)
COMFORCE Corporation
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(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
Item 2. Acquisition or Disposition of Assets
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On May 10, 1996, the Company, through its subsidiary, COMFORCE
Technical Services, Inc., purchased, pursuant to the Stock Purchase Agreement
with Project Staffing Support Team, Inc. and Raphael and Stanley Rashkin, the
Asset Purchase Agreement with RRA, Inc. and Raphael and Stanley Rashkin, and the
Asset Purchase Agreement with DataTech Technical Services, Inc. and Raphael and
Stanley Rashkin, respectively, all of the stock of Project Staffing Support
Team, Inc. and substantially all of the assets of RRA, Inc. and Datatech
Technical Services, Inc. (collectively, "RRA") for an aggregate purchase price
of $5,000,000 plus contingent income payments payable over three years in an
aggregate amount not to exceed $750,000. The purchase of the assets was
determined by arm's length negotiations between the parties. The purchase price
was paid by the Company in cash from the proceeds of a private placement of the
Company's Series E Preferred Stock.
RRA is in the business of providing contract employees to other
businesses. The Company's headquarters are located in Tempe, Arizona. The
acquisition of RRA enables the Company, through its COMFORCE Technical Services,
Inc. subsidiary, to provide specialists for supplemental staffing assignments as
well as outsourcing and vendor-on-premises programs, primarily in the
electronics, avionics, telecommunications and information technology business
sectors.
Item 7. Financial Statements and Exhibits
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(a) Financial Statements of businesses acquired.
It is impracticable for the Company to file the financial
statements required for the acquisitions described in Item 2 of this Current
Report on Form 8-K concurrently with the filing of this Report. Such financial
statements will be filed with the Commission as soon as the same are available,
but in no event later than 60 days after the date hereof.
(b) Pro forma financial information.
It is impracticable for the Company to file pro forma
financial statements taking into account the acquisitions described in Item 2 of
this Current Report on Form 8-K concurrently with the filing of this Report.
Such pro forma financial statements will be filed with the Commission at the
time the financial statements for these acquisitions are filed.
(c) Exhibits
10.1 Stock Purchase Agreement effective as of May 13, 1996 among the
Company, COMFORCE Technical Services, Inc., Project Staffing Support
Team, Inc., Raphael Rashkin and Stanley Rashkin (filed as an exhibit to
the Company's Quarterly Report on Form 10-Q for the quarter ended March
31, 1996 and incorporated herein by reference).
10.2 Asset Purchase Agreement effective as of May 13, 1996 among the
Company, COMFORCE Technical Services, Inc., DataTech Technical
Services, Inc., Raphael Rashkin and Stanley Rashkin (filed as an
exhibit to the Company's Quarterly Report on Form 10-Q for the quarter
ended March 31, 1996 and incorporated herein by reference).
10.3 Asset Purchase Agreement effective as of May 13, 1996 among the
Company, COMFORCE Technical Services, Inc., RRA, Inc., Raphael Rashkin
and Stanley Rashkin (filed as an exhibit to the Company's Quarterly
Report on Form 10-Q for the quarter ended March 31, 1996 and
incorporated herein by reference).
10.4 Letter Agreement dated May 6, 1996 amending Asset Purchase Agreement
effective as of May 13, 1996 among the Company, COMFORCE Technical
Services, Inc., RRA, Inc., Raphael Rashkin and Stanley Rashkin (filed
as an exhibit to the Company's Quarterly Report on Form 10-Q for the
quarter ending March 31, 1996 and incorporated herein by reference).
SIGNATURE
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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)
By /s/ Andrew C. Reiben
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Andrew C. Reiben, Chief Financial Officer
Dated: May 23, 1996