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SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
Current Report
April 24, 2000
(Date of Report - Date of Earliest Event Reported)
33-02035-A
(Commission File Number)
CORRECTIONS SERVICES, INC.
Florida 59-2508470
(State or other jurisdiction of (IRS Employer
incorporation or organization) Identification No.)
3040 East Commercial Boulevard
Fort Lauderdale, Florida 33308
(Address of Principal Executive Offices)
(954) 772-2297
(Registrant's Telephone Number)
None
(Former Name, Former Address and Former Fiscal Year,
if changed since last report)
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ITEM 2. ACQUISITION OR DISPOSITION OF ASSETS
Cancellation of Letter of Intent
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On March 3, 2000, the Registrant entered into a Letter of
Intent to acquire all of the assets and operations of Truck Farm,
Inc., a closely-held South Carolina corporation with principal
offices in Georgetown, South Carolina. Pursuant to the terms of
the Letter of Intent, during the course of mutual due diligence by
the Registrant and by Truck Farm, Inc., Corrections Services, Inc.
was to determine whether to acquire either all of the issued and
outstanding capital stock of Truck Farm, Inc. or all of its assets
in a transaction in which the business operations of Truck Farm,
Inc. would have become the business operations of the Registrant
upon completion of the acquisition transaction. It was
contemplated by both companies that the Registrant's Board of
Directors would be comprised in whole or in majority part of the
Directors of Truck Farm, Inc. and that the Registrant would change
its name to reflect its new commercial operations.
The intended acquisition transaction contemplated an exchange
of Truck Farm common stock or assets in exchange for restricted
Common Stock of Corrections Services, Inc. upon terms and
conditions determined following the completion of both companies'
due diligence, a process which was anticipated to take
approximately ninety days. While there was no assurance that due
diligence would not uncover insurmountable obstacles to completion
of the intended acquisition transaction, the Registrant anticipated
that it would have been able to develop and enter into a definitive
merger or asset purchase agreement, upon completion of the mutual
due diligence efforts.
The Registrant has been informed however that Truck Farm, Inc.
has chosen to withdraw from the intent to effect some form of
business combination with the Registrant.
The Registrant was at that point engaged in its due diligence.
The Company expected to enter into a definitive agreement of merger
or purchase upon completion of those efforts. There was no
assurance that one or more insurmountable obstacles to the
companies' intentions in the contemplated transaction would not
have arisen and precluding the Company from entering into a
definitive agreement or from implementing the terms of the
definitive agreement. Withdrawal by the target company however was
not anticipated by the Registrant. The Company at this point will
resume its search for a suitable acquisition, merger or other form
of business combination.
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SIGNATURES
Pursuant to the requirements of the Securities and Exchange
Act of 1934, the Registrant has duly caused this report to be
signed on its behalf by the undersigned hereunto duly authorized.
CORRECTIONS SERVICES, INC.
Dated: April 26, 2000 BY:/s/Norman H. Becker
Norman H. Becker,
President
