COMMAND SECURITY CORP
8-K, 1997-02-14
DETECTIVE, GUARD & ARMORED CAR SERVICES
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                       SECURITIES AND EXCHANGE COMMISSION

                             Washington, D.C. 20549


                                    FORM 8-K

                                 CURRENT REPORT

                        UNDER SECTION 13 OR 15(d) OF THE
                         SECURITIES EXCHANGE ACT OF 1934

                        Date of Report: February 11, 1997
                        (Date of Earliest Event Reported)

                          COMMAND SECURITY CORPORATION
                          ----------------------------
             (Exact name of Registrant as Specified in its Charter)

                                    New York
                                    --------
                            (State of Incorporation)

                                     0-18684
                                     -------
                            (Commission File Number)

                                   14-1626307
                                   ----------
                        (IRS Employer Identification No.)

                  Lexington Park, Lagrangeville, New York 12540
                  ---------------------------------------------
                    (Address of Principal Executive Offices)

                                 (914) 454-3703
                                 --------------
                         (Registrant's Telephone Number)
<PAGE>

Item 1-Item 4      Not Applicable.

Item 5             Not Applicable.

Item 6             Not Applicable.

Item 7             Financial Statements and Exhibits.

                   (a),(b) Not Applicable.

                   (c) Exhibits

                   (i)  Press release dated February 07, 1997
                   
                   (ii) Press release dated February 10, 1997

Item 8.            Not applicable.
<PAGE>

                                   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.

Date: February 11, 1997                       COMMAND SECURITY CORPORATION

                        
                                              by: /s/ H. Richard Dickinson
                                              ----------------------------
                                              H. Richard Dickinson
                                              Chief Financial Officer 



Command Security Corporation
Corporate Office
Lexington Park
P.O. Box 340
Lagrangeville, NY 12540
Tel. 914-454-3703
Fax 914-454-0075

                             FOR IMMEDIATE RELEASE

                     COMMAND SECURITY CORPORATION ANNOUNCES

                          * RENEWAL OF CIT LOAN AGREEMENT
                          * PAYMENT OF NOTE TO ISS
                          * SALE OF MIAMI OPERATIONS

Lagrangeville, New York *** February 7, 1997 *** Command Security Corporation
(NASDAQ:CMMD) announced today that it has completed an agreement with The CIT
Group/Credit Finance, Inc. ("CIT") for a two-year renewal of its existing Loan
Agreement. The terms of the agreement provide for a reduction of 1/2 of 1
percent in the interest rate on the revolving credit line, a new five-year,
$500,000 term loan at the same rate, an increase in the borrowing rate of
eligible accounts receivable to 85% from 82.5% and a number of other items which
will reduce the costs and increase the availability of funds compared to the
existing agreement.

William C. Vassell, Chairman of the Board of Command, said, "We are pleased with
the terms of this new agreement with CIT as it provides us with additional
borrowing capacity at reduced costs."

Command also announced that it has made the final $400,000 payment to ISS
International Service System, Inc. (ISS) in connection with its October, 1993
acquisition of certain security guard assets. ISS will return to Command the
238,000 shares of common stock which had been issued to it to secure this note.
These shares will be retired, reducing the number of outstanding shares.

Command also reported that it has concluded the sale of its Miami operations;
terms were not disclosed. Commenting on the sale, Mr. Vassell said, "Although
the Miami operation was generating about $1 million in revenues it was not
profitable and did not fit into our current plans."

Command Security Corporation provides security services through Company-owned
offices in New York, New Jersey, California, Illinois and Connecticut and
provides back-office service agreements to independent security companies
nationwide.

Contact:

William C. Vassell, Chairman of the Board                          914-454-3703
H. Richard Dickinson, Chief Financial Officer                      212-689-6565
Donald Radcliffe, Radcliffe & Associates, Inc.                     212-605-0174


Command Security Corporation
Corporate Office
Lexington Park
P.O. Box 340
Lagrangeville, NY 12540
Tel. 914-454-3703
Fax 914-454-0075

                             FOR IMMEDIATE RELEASE

                     COMMAND SECURITY CORPORATION ANNOUNCES
                             THIRD QUARTER RESULTS

               * REVENUES, GROSS PROFIT, AND NET INCOME INCREASE

Lagrangeville, New York *** February 10, 1997 *** Command Security Corporation
(NASDAQ:CMMD) today reported results for the third quarter ended December 31,
1996. Revenues for the quarter increased to $12,904,267 from $12,857,564. For
the nine months ended December 31, 1996, revenues decreased to $37,626,131 from
$41,988,568 reported for the same period last year. Gross profit for the quarter
ended December, 1996 increased by $303,061 to $2,254,379 or 17.5% of revenue,
compared to $1,951,318 or 15.2% of revenue for the same period last year. For
the nine months, gross profit increased $536,425 to $6,571,398 or 17.5% of
revenue compared to $6,034,973 or 14.4% of revenue for the same period last
year.

<TABLE>
<CAPTION>
                                    Condensed Statements of Operation (Unaudited)

                                  Three Months Ended            Nine Months Ended 
                              December 31,   December 31,   December 31,   December 31,
                                  1996           1995           1996           1995 
<S>                           <C>            <C>            <C>            <C>        
Revenue                       $12,904,267    $12,857,564    $37,626,131    $41,988,658
                              ===========    ===========    ===========    ===========

New Income/(Loss)                 669,691        662,412        650,195        (46,917)

Preferred Stock Dividends         (32,291)       (29,901)       (96,873)      (101,172)
Net Income/(Loss) Applicable
   to Common Shareholders     $   637,400    $   632,511    $   553,322    $  (148,089)
                              ===========    ===========    ===========    ===========
Net Income/(Loss) per Share   $      0.09    $      0.10    $      0.08    $     (0.02)
                              ===========    ===========    ===========    ===========
</TABLE>

Net income for the three months ended December 31, 1996 increased to $637,400
from the $632,511 reported for the same period last year. For the nine months,
net income increased to $553,322 from a loss of ($148,089) reported in the same
period last year. Earnings per share for the three months ending December 31,
1996 were $.09 per share compared to $.10 per share in the prior period due to a
larger number of shares outstanding. For the nine months, earnings per share
were $.08 compared to a loss of ($.02) per share in the same period last year.
Following the end of the quarter, Command will be receiving 390,774 or
approximately 5% of the outstanding shares of common stock back, which were
securing notes, and will be retiring these shares.

Commenting on the results of the quarter, William C. Vassell, Chairman of the
Board, said, "We are extremely pleased with the results achieved during the
quarter. Despite the pruning of unprofitable accounts we were able to report an
increase in revenues for the quarter." Mr. 

<PAGE>

Vassell added, "As a consolidator in the industry where acquisitions consist of
mostly intangible assets written off over a relatively short period, we feel
that an important measure of our financial results is earnings before
depreciation and amortization increased by 14% to $1,173,361 from $1,028,228 in
the same period in the prior year. For the nine months earnings before
depreciation and amortization increased by 108% to $2,149,999 from the
$1,033,919 recorded in the prior year.

Command Security Corporation provides security services through Company owned
offices in New York, New Jersey, California, Illinois and Connecticut and
provides back-office service agreements to independent security companies
nationwide.

Contact:

William C. Vassell, Chairman of the Board                         914-454-3703
H. Richard Dickinson, Chief Financial Officer                     212-689-6565
Donald Radcliffe, Radcliffe & Associates, Inc.                    212-605-0174



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