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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 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): February 20, 1998
Commission File No. 333-29463
International Total Services, Inc.
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(Exact name of registrant as specified in its charter)
OHIO 34-1264201
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(State or other jurisdiction of (IRS Employer
incorporation or organization) Identification No.)
5005 Rockside Road, Cleveland, OH 44131
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(Address of principal executive offices)
Registrant's telephone number, including area code: 216-642-4522
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ITEM 2: ACQUISITION OR DISPOSITION OF ASSETS
On February 20, 1998, International Total Services, Inc. (the "Company")
completed its acquisition of the contracts and assets of Securex, Inc., a
Florida corporation.
The Acquisition was accomplished pursuant to a Plan and Agreement of Acquisition
dated as of February 20, 1998 among the Company and Securex.
Securex provided staffing for commercial security operations, mostly in
Florida, and the Company will conduct similar operations with the assets
acquired.
Total consideration for the Acquisition consisted of the payment to Securex
of $4.2 million, with an additional $1.1 million due in June, 1998, to purchase
the contracts and assets.
The cash consideration for the transaction was made available from the proceeds
of the Company's Initial Public Offering completed on September 24, 1997 and
from cash flows from operations. The acquisition will be accounted for under the
purchase method of accounting for financial reporting purposes.
The purchase price and other terms of the Acquisition Agreement were determined
through arms-length negotiations. The Company is not aware of any pre-existing
material relationships between (i) Securex or any of its shareholders, and (ii)
the Company, any of the Company's affiliates, directors and officers or any
associate of such directors and officers.
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ITEM 3: FINANCIAL STATEMENTS AND EXHIBITS
The required financial statements and exhibits and the acquisition agreement are
not included in this initial report. They will be filed no later than May 5,
1998.
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SIGNATURES
PURSUANT TO THE REQUIREMENTS OF THE SECURITIES EXCHANGE ACT OF 1934, THE
REGISTRANT HAS DULY CAUSED THIS CURRENT REPORT TO BE SIGNED ON ITS BEHALF BY THE
UNDERSIGNED, THERETO DULY AUTHORIZED.
INTERNATIONAL TOTAL SERVICES, INC.
By: /s/ ROBERT A. SWARTZ
/s/ ROBERT A. SWARTZ
VICE PRESIDENT AND CHIEF FINANCIAL OFFICER
Dated: March 6, 1998
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