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): October 17, 1995
THE LORI 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.
500 Central Avenue, Northfield, IL 60093
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Address of principal executive offices Zip Code
Registrant's telephone number, including area code: (708) 441-7300
Not Applicable
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Former name, former address and former fiscal year, if changed since last report
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Item 2. Acquisition or Disposition of Assets
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On September 11, 1995, the Lori Corporation ("Lori" or the
"Registrant") signed a stock purchase agreement to participate
in the acquisition of one hundred percent of the capital stock
of Spectrum Global Services, Inc. d/b/a YIELD Global
("YIELD"), a wholly owned subsidiary of Spectrum Information
Technologies, Inc. ("SIT"). YIELD provides telecommunications
and computer technical staffing services worldwide to Fortune
500 companies and maintains an extensive, global database of
technical specialists, with an emphasis on wireless
communications capability. See Registrant's Form 8-K dated
September 11, 1995.
On October 17, 1995, Lori completed the acquisition of one
hundred percent of the capital stock of YIELD for
consideration consisting of cash of approximately $6,000,000.
The acquisition of Yield was funded principally by private
placements of approximately 1,900,000 Lori common shares at
$3.00 per share plus detachable warrants to purchase
approximately 950,000 Lori common shares at $3.375 per share.
The warrants expire three years from the date of issue. common
stock ownership in Lori was reduced to approximately 25% at
October 31, 1995.
In September 1995, Lori adopted a plan to discontinue its
fashion costume jewelry business. Accordingly, the Company's
condensed consolidated financial statements at September 30,
1995 (the end of its most recent fiscal quarter) will reflect
a provision for the estimated costs to complete the disposal
of the fashion costume jewelry business.
Item 5. Other Events
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Pursuant to the Registrant's Form 8-K dated September 11,
1995, Lori issued common stock to former management of Yield
representing a 35% common stock interest in Lori.
Item 7. Financial Statements and Exhibits
(a) Financial Statements of Business Acquired
As of the date of this Current Report on Form 8-K, it
is impracticable for the Registrant to provide the
financial statements as required by this Item 7(a).
In accordance with Item 7(a)(4) of Form 8-K such
financial statements shall be filed by amendment to
this Form 8-K as soon as practicable, but not later
than 60 days after November 1, 1995.
(b) Pro Forma Financial Information
As of the date of this Current Report on Form 8-K, it
is impracticable for the Registrant to provide the
financial statements as required by this Item 7(b).
In accordance with Item 7(b) of Form 8-K such
financial statements shall be filed by amendment to
this Form 8-K as soon as practicable, but not later
than 60 days after November 1, 1995.
(c) Exhibits
99.1 Press Release dated October 18, 1995.
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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 thereunder duly authorized.
THE LORI CORPORATION
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Registrant
Dated: October 31, 1995 JAMES D. DOERING
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Vice President and Chief Financial Officer
EXHIBIT 99.1
THE LORI CORPORATION
500 CENTRAL AVENUE
NORTHFIELD, IL 60093
FOR IMMEDIATE RELEASE
Contacts: Lori Corporation COMFORCE/YIELD
Robert S. Gruber Christopher P. Franco
(212) 628-2554 (516) 352-3200
LORI COMPLETES ACQUISITION OF YIELD GLOBAL
Northfield, Illinois, October 18, 1995 - The Lori Corporation (ASE:LRC)
announced today that it has completed the previously announced acquisition of
YIELD Global, a wholly-owned subsidiary of Spectrum Information Technologies,
Inc. ("SIT"), for approximately $6 million cash, the majority of which was
raised through a private sale of approximately 1.6 million Lori common shares at
$3.00 per share plus detachable warrants for approximately 800,000 common shares
at $3 3/8 per share with an expiration in three years.
YIELD provides telecommunications and computer technical staffing
services worldwide primarily to Fortune 500 companies and maintains an extensive
global database of technical specialists, with an emphasis on wireless
communications capability. Originally founded in 1987 and sold to SIT in
November 1993, YIELD was ranked one of the fastest growing private companies in
America by INC. for the years 1993 and 1994.
The acquisition of YIELD is the first major step in the redirection of
Lori's business. Lori also announced its intent to reposition its existing
fashion jewelry businesses as soon as practical.
In connection with its new business direction, Lori intends to change
its corporate name to COMFORCE Corporation, which is more descriptive of the
services the company provides, and will relocate its headquarters to Lake
Success, New York. All YIELD's current personnel will become employees of
COMFORCE. COMFORCE intends to announce additional key management positions at a
later date. The senior management team of COMFORCE has received in excess of 30%
of Lori common shares in consideration of its agreement to build a leading
technical staffing business.
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THE LORI CORPORATION October 18, 1995
Michael Ferrentino, President of COMFORCE, said, "The strategic vision
of COMFORCE is to become the leading provider of staffing and outsourcing
solutions for the 'information superhighway'. We are planning COMFORCE's growth
through internal geographic expansion and externally through an aggressive
domestic and international acquisition program."
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