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UNITED STATES
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): November 8, 1999
BUSINESS RESOURCE GROUP
(Exact name of Registrant as specified in its charter)
0-26208
(Commission File Number)
CALIFORNIA 77-0150337
(State or other jurisdiction of (I.R.S. Employer
Identification No.) incorporation)
2150 North First Street, Suite 101
San Jose, CA 95131
(Address of principal executive offices, with zip code)
408-325-3200
(Registrant's telephone number, including area code)
N/A
(Former name or former address, if changed since last report)
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Item 2. Acquisition of Assets
On November 8, 1999, Business Resource Group, a California
corporation (the "Company"), acquired all of the capital stock of Baquet-
Pastirjak, Inc., a California corporation primarily engaged in the
contract furniture business ("BPI"), pursuant to a Stock Purchase
Agreement dated November 8, 1999, among the Company, BPI and William H.
Baquet, Jr. and Robert G. Pastirjak (collectively, the "Selling
Shareholders"). The consideration paid in the acquisition consisted of:
(i) $2,071,000 in cash, (ii) 50,000 shares of common stock of the Company
at a fair value of $3.50 per share and (iii) an earn out of up to the
aggregate amount of $2,600,000 to be paid over four years based upon
annual net income of BPI (collectively, the "Purchase Price"). The
Purchase Price was determined by arms'-length negotiations among the
parties. The cash paid to the Selling Shareholders in the acquisition
was obtained from a draw down on the Company's $15,000,000 line of credit
with Comerica Bank under the Company's Agreement with Comerica Bank dated
March 25, 1999.
The foregoing description of the Stock Purchase Agreement is
qualified in its entirety by reference to Exhibit 2.1.
Item 7. Financial Statements, Pro Forma Financial Information and
Exhibits
(a) Financial Statements of Business Acquired
None.
(b) Pro Forma Financial Information
None.
(c) Exhibits
2.1 Stock Purchase Agreement dated November 8, 1999, to be
effective as of November 1, 1999, among Business
Resource Group, Baquet-Pastirjak, Inc. and William H.
Baquet, Jr. and Robert G. Pastirjak, including four
separate Promissory Notes maturing December 15, 2000,
2001, 2002 and 2003, respectively*
99.1 Press Release dated November 8, 1999
*Omitted schedules and exhibits to the Stock Purchase
Agreement will be furnished to the Commission upon
request
EXHIBIT INDEX
Number Exhibit
2.1 Stock Purchase Agreement dated November 8, 1999, to be
effective as of November 1, 1999, among Business
Resource Group, Baquet-Pastirjak, Inc. and William H.
Baquet, Jr. and Robert G. Pastirjak, including four
separate Promissory Notes maturing December 15, 2000,
2001, 2002 and 2003, respectively*
99.1 Press Release dated November 8, 1999
*Omitted schedules and exhibits to the Stock Purchase
Agreement will be furnished to the Commission upon
request
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.
BUSINESS RESOURCE GROUP
By: /s/ John M. Palmer
John M. Palmer,
Chief Financial Officer
Dated: November 23, 1999