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SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
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FORM 8-K
CURRENT REPORT PURSUANT
TO SECTION 13 OR 15(D) OF THE
SECURITIES EXCHANGE ACT OF 1934
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Date of report (Date of earliest event reported): July 1, 2003
HEADWAY CORPORATE RESOURCES, INC.
(Exact Name of Registrant as Specified in Its Charter)
DELAWARE
(State or Other Jurisdiction of Incorporation)
1-16025 75-2134871
(Commission File Number) (I.R.S. Employer Identification No.)
317 MADISON AVENUE
NEW YORK, NEW YORK 10017
(Address of Principal Executive Offices) (Zip Code)
(212) 672-6501
(Registrant's Telephone Number, Including Area Code)
NOT APPLICABLE
(Former Name or Former Address, if Changed Since Last Report)
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ITEM 3. BANKRUPTCY OR RECEIVERSHIP.
On July 1, 2003, Headway Corporate Resources, Inc. (the "Company")
filed a voluntary petition for relief under chapter 11 of title 11 of the United
States Code (the "Bankruptcy Code") in the United States Bankruptcy Court for
the Southern District of New York (the "Bankruptcy Court"). The Company remains
in possession of its assets and properties, and continues to operate its
businesses and manage its properties as a "debtor-in-possession" pursuant to the
Bankruptcy Code. This filing does not include any of the Company's subsidiaries.
The Company has reached an agreement in principal with the holders of
its senior and subordinated indebtedness for a restructuring of the Company's
outstanding indebtedness and equity (the "Restructuring"). The Company intends
to effect the Restructuring by means of a pre-arranged chapter 11 plan of
reorganization (the "Plan"), which was filed with the Bankruptcy Court. A copy
of the Plan is attached hereto as Exhibit 99.1 and is incorporated herein by
reference. Pursuant to the Plan, the currently outstanding shares of the
Company's common stock will be cancelled without any distribution to be made to
the holders of such shares.
The American Stock Exchange ("AMEX") has advised the Company that the
last day of trading of its common stock on AMEX was June 30, 2003 and that AMEX
will file an application with the Securities and Exchange Commission to strike
the Company's stock from listing and registration.
A copy of the press release announcing the foregoing is attached
hereto as Exhibit 99.2 and is incorporated herein by reference.
ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS.
(c) Exhibits
Exhibit 99.1 - Plan of Reorganization, filed with the Bankruptcy Court
on July 1, 2003.
Exhibit 99.2 - Press Release issued on July 1, 2003 by the Company.
Exhibit 99.3 - Disclosure Statement, filed with the Bankruptcy Court
on July 1, 2003.
ITEM 9. REGULATION FD DISCLOSURE.
In connection with the filing of the Plan, the Company has filed a
Disclosure Statement with the Bankruptcy Court for its approval. The Bankruptcy
Code does not permit solicitation of acceptances of the Plan until the
Bankruptcy Court approves the Disclosure Statement.
A copy of the Disclosure Statement is attached hereto as Exhibit 99.3
and is incorporated herein by reference.
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SIGNATURES
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 hereunto duly authorized.
Date: July 1, 2003
HEADWAY CORPORATE RESOURCES, INC.
By: /s/ Barry S. Roseman
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Name: Barry S. Roseman
Title: President
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EXHIBIT INDEX
Exhibit Description
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99.1 Plan of Reorganization, filed with the Bankruptcy Court on July 1,
2003.
99.2 Press Release issued on July 1, 2003 by the Company.
99.3 Disclosure Statement, filed with the Bankruptcy Court on July 1, 2003.
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