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FORM 8-K
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
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 30, 1996
CANTERBURY CORPORATE SERVICES, INC.
(Exact name of registrant as specified in its charter)
Pennsylvania
(State or other
jurisdiction of
incorporation)
0-1558
(Commission
File Number)
23-2170505
(IRS Employer
Identification No.)
1600 Medford Plaza
Route 70 & Hartford Road
Medford, New Jersey 08055
(Address of Principal Executive Offices)
Registrant's telephone number: (609) 953-0044
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FORM 8-K
ITEM 1. CHANGES IN CONTROL OF REGISTRANT
Not applicable.
ITEM 2. ACQUISITION OR DISPOSITION OF ASSETS
On November 30, 1996, the Registrant sold One Hundred
percent (100%) of the stock of Landscape Maintenance Services, Inc.
("LMS") to the Landscape Companies, Inc. ("LCI"), a private group
of investors for a combination of cash and notes in the aggregate
sum of Four Million, Five Hundred Thousand Dollars ($4,500,000).
The purchase price consisted of a long term note of Four Million,
Fifty Thousand Dollars ($4,050,000) amortized for 15 years at 8%
interest per annum with a balloon payment to be made in 10 years;
and a short term note of Two Hundred Thousand Dollars ($200,000)
due on or before January 15, 1997 without interest. Both notes are
secured by the business and assets of LMS. In addition LCI agreed
to grant the Registrant, as additional consideration 60,000 shares
of LCI Common stock (representing approximately 5.2% of LCI's
Common stock).
LCI also agreed to enter into a Management Contract with
the Registrant for the term of the outstanding promissory notes.
William N. Levy, Esquire, attorney for the Registrant and less than
5% shareholder of the Registrant, invested One Hundred Fifty
Thousand Dollars ($150,000) in the Common stock of LCI and in
addition has been granted additional shares for legal services for
a total of 360,000 shares (approximately 31.3% of the Common stock
of LCI). The Registrant was given the right to appoint one
Director to the LMS Board for the length of the notes. Kevin
McAndrew, CFO of the Registrant, was named to be the Registrant's
nominee Director. The Registrant has obtained a Fairness Opinion
from a registered NASD broker, and the transaction has been
approved unanimously by Registrant's Board of Directors. The Board
approved such transaction in order to complete the reorganization
of the Registrant to it's core business of being a multi-service,
information technology Company.
ITEM 3. BANKRUPTCY OR RECEIVERSHIP
Not applicable.
ITEM 4. CHANGES IN REGISTRANT'S CERTIFYING ACCOUNTANT
Not applicable.
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ITEM 5. OTHER EVENTS
Not applicable.
ITEM 6. RESIGNATION OF REGISTRANT'S DIRECTORS
Not applicable.
ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS
None.
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 hereunto duly authorized.
CANTERBURY CORPORATE SERVICES, INC.
BY: /s/Stanton M. Pikus
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STANTON M. PIKUS, President
12-16-96.8K
