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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
Date of Earliest event reported: July 12, 1999
Date of Report: February 4, 2000
Olsten Corporation
(Exact name of registrant as specified in charter)
Delaware 1-8279 13-2610512
(State or other (Commission File (I.R.S. Employer
jurisdiction of incorporation) Number) Identification No.)
175 Broad Hollow Road, Melville, NY 11747
(Address of principal executive offices) (Zip Code)
(631) 844-7800
(Registrant's telephone number, including area code)
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ITEM 5: OTHER EVENTS
Olsten Corporation ("Olsten"), which anticipates completing in the next
several weeks the proposed merger of its staffing and information technology
businesses with Adecco SA ("Adecco") and the split-off of its health services
subsidiary, Gentiva Health Services, Inc., is engaged in negotiations with
certain of Olsten's staffing franchisees who have initiated litigation or
threatened litigation against Olsten, in an attempt to resolve those
franchisees' pending and/or threatened claims.
In the second half of 1999 and early this year, Olsten staffing franchisees
located in or near Chicago, Baton Rouge, Wichita, San Antonio and Cincinnati
filed lawsuits against Olsten alleging various claims, including breach of
contract, violation of consumer protection statutes and economic duress, in
connection with their respective Olsten staffing franchises (the "Pending
Franchise Lawsuits"). The plaintiffs in the Pending Franchise Lawsuits seek
rescission of their respective Olsten franchise/license agreements; compensatory
damages (totaling, for those plaintiffs who have specified damages, not less
than $8.1 million in the aggregate); punitive damages, attorneys' fees and
costs. Certain of the Pending Franchise Lawsuits have been stayed to allow the
parties to proceed to arbitration.
In late 1999, another Olsten staffing franchisee, Robert Riedinger, who is
the cousin of Olsten Chairman Stuart Olsten and a trustee of certain trusts for
the benefit of Mr. Olsten and his sister, Cheryl Olsten, notified Olsten and
Adecco that he is considering filing against them several claims, including
breach of contract, unfair competition, unfair business practices, securities
fraud and common law fraud, arising out of the sale and/or operation of Olsten
staffing franchises located in Georgia, North Carolina and Missouri,
respectively (the "Riedinger Franchise Claims"). Mr. Riedinger has notified
Olsten and Adecco that he believes the aggregate damages to which he would be
entitled if he prevailed upon his claims totals approximately $29.3 million.
Although Olsten and Adecco are presently exploring with the Olsten
franchisees the possibility of reaching a negotiated resolution of the Pending
Franchise Lawsuits and the Riedinger Franchise Claims, should such efforts prove
unsuccessful, Olsten intends to vigorously defend the franchisees' claims.
Adecco has advised Olsten that itcurrently has conditional agreements to acquire
two of the franchises after the merger, and is in discussions with others; the
agreements provide for a release of the franchisees' claims described above.
There is no assurance the agreements will be consummated or that negotiaitions
will be successful. A finding of liability on the part of Olsten in connection
with the Pending Franchise Lawsuits and the Riedinger Franchise Claims could
have a material adverse effect upon the results of operation and financial
condition of Olsten.
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Pursuant to the requirements of the Securities Exchange Act of 1934, Olsten
Corporation has duly caused this report to be signed on its behalf by the
undersigned hereunto duly authorized.
OLSTEN CORPORATION
By: /s/ Laurin L. Laderante
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Name: Laurin L. Laderante
Title: Vice President
Dated: February 4, 2000
