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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): January 3, 1997
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(December 30, 1996)
Law Companies Group, Inc.
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(Exact name of registrant as specified in its charter)
Georgia 0-19239 58-0537111
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(State or other (Commission File (IRS Employer
jurisdiction of Number) Identification No.
incorporation)
114 Townpark Drive, Suite 500, Kennesaw, Georgia 30144
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(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: (770) 421-3400
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(Former name or former address, if changed since last report)
Exhibit Index at Page 4
PAGE 1 OF 5
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Item 5. Other Events.
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On December 30, 1996, Law Companies Group, Inc. (the "Company") and
Professional Services Industries, Inc. ("PSI"), a Delaware corporation
controlled by Bain Capital, Inc., mutually agreed to discontinue the previously
announced discussions concerning a possible merger. The Company plans to
complete a refinancing with its current lead bank SunTrust Bank, Atlanta, as the
agent for a group of banks, which is expected to close in early 1997. The
Company has issued a press release attached hereto as Exhibit 99.1 incorporated
herein by reference and qualified in its entirety by reference thereto.
Item 7. Financial Statements and Exhibits.
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(a) Financial statements of businesses acquired.
Not Applicable.
(b) Pro forma financial information.
Not Applicable.
(c) Exhibits
99.1 -- Press Release issued December 30, 1996
2
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SIGNATURE
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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.
LAW COMPANIES GROUP, INC.
By: /s/ BRUCE C. COLES
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Bruce C. Coles
Chairman of the Board of
Directors, Chief Executive
Officer and President
Date: January 3, 1997
3
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Exhibit Index
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Exhibit No. Description of Exhibits Page
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99.1 -- Press Release issued December 30, 1996 5
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4
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[LETTERHEAD OF LAW COMPANIES GROUP, INC. APPEARS HERE]
PRESS RELEASE
DATE: December 30, 1996
CONTACT: Bruce C. Coles
BY: LAW COMPANIES GROUP, INC. and PROFESSIONAL
SERVICES INDUSTRIES, INC.
HEADLINE: LAW COMPANIES GROUP, INC. and
PROFESSIONAL SERVICES INDUSTRIES, INC.
Agree To Discontinue Merger Discussions.
Law Companies Group, Inc. ("Law") and Professional Services Industries,
Inc. ("PSI") have mutually agreed to discontinue the previously announced
discussions concerning a possible merger between the two companies.
Based in Atlanta, Georgia, Law is a recognized global leader in
Engineering, Environmental and Construction services with over $300 million in
revenue estimated for 1996. Law and its international subsidiary, Gibb, Ltd.,
serve a worldwide client base from one hundred worldwide and domestic offices.
PSI, a Lombard, Illinois based firm, with annual domestic revenues of
approximately $175 million, is a nationally recognized leader in the same field.
PSI is controlled by Bain Capital, Inc., a Boston-based private investment firm
with over $1 Billion Dollars in capital under management.