1
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8 - K
CURRENT REPORT
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 17, 1998
-----------------
C.H. Heist Corp.
- --------------------------------------------------------------------------------
(Exact name of registrant as specified in charter)
New York 0-7907 16-0803301
- --------------- ----------- -----------------
(State or other (Commission (IRS Employer
jurisdiction of File Number) Identification No.)
incorporation)
810 North Belcher Road, Clearwater, Florida 33765
- --------------------------------------------------------------------------------
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code (727) 461-5656
-------------
- --------------------------------------------------------------------------------
(Former name or former address, if changed since last report)
Exhibit Index: 3
2
Item 2: Acquisition or Disposition of Assets
On November 17, 1998, Ablest Service Corp. ("Ablest") a wholly owned subsidiary
of C.H. Heist Corp. ("Company"), acquired the technical staffing business of
SoftWorks International Consulting, Inc., a Colorado corporation, ("SoftWorks")
pursuant to an Asset Purchase Agreement ("Purchase Agreement"). Ablest intends
to combine the SoftWorks business with it's Ablest Technology Staffing division.
Pursuant to the Purchase Agreement, Ablest purchased certain assets, primarily
customer and employee lists, of SoftWorks, for $900,000 paid in cash at closing
and agreed to pay additional contingent consideration not to exceed $800,000
over the next two years based on the achievement of certain goals for earnings
before interest and taxes for fiscal years 1998 and 1999. The purchase price
was determined through negotiations and is expected to be assigned primarily to
the estimated value of the intangible assets acquired. Ablest used funds
available to it under it's revolving line of credit to fund the cash paid at
closing.
The shareholders of SoftWorks have also agreed not to compete with Ablest for
five years from the date of closing.
2
3
Item 7: Financial Statements, Pro Forma Information and Exhibits
- ------- --------------------------------------------------------
(a),(b) Separate, audited financial and pro forma statements for
SoftWorks International Consulting, Inc. are not required, as
SoftWorks does not qualify as a significant subsidiary to the
Company as defined in Article 1.02 of Regulation S - X.
(c) Exhibits Pages
10.1 Asset Purchase Agreement between Ablest, SoftWorks and it's
shareholders dated November 17, 1998 A1 - A24
3
4
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, thereunto duly authorized.
Dated: November 30, 1998
------------------
C. H. Heist Corp.
-----------------
(Registrant)
/s/ Mark P. Kashmanian
----------------------
Mark P. Kashmanian
Treasurer, Chief Accounting Officer
4