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: November 30, 1998
(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 November 30, 1998.
(ii) Press release dated November 30, 1998.
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: December 1, 1998
COMMAND SECURITY CORPORATION
By: /s/ William C. Vassell
----------------------
William C. Vassell
Chairman of the Board
<PAGE>
COMMAND SECURITY CORPORATION
(LOGO)
CORPORATE OFFICE
LEXINGTON PARK
P.O. BOX 340
LAGRANGEVILLE, NY 12540
TEL (914) 454-3703
FAX (914) 454-0075
FOR IMMEDIATE RELEASE
CONTACT: William C. Vassell Donald Radcliffe
Chairman Radcliffe & Associates, Inc.
Tel: (914) 454-3703 Tel: (212) 605-0174
Lagrangeville, New York *** November 30, 1998 *** Command Security Corporation
(NASDAQ:CMMDC) announced today that its common stock will continue to be
listed on the NASDAQ Small Cap Market via an exception from the minimum bid
price ($1.00) requirement.
While Command failed to meet this requirement as of June 29, 1998 the company
was granted a temporary exception from this standard subject to Command
meeting certain conditions. The exception wil expire on January 22, 1999.
In the event the Company is deemed to have met the terms of the exception, it
shall continue to be listed on the NASDAQ Small Cap Market. The Company
believes that it can meet these conditions, however, there can be no assurance
that it will do so. If at some future date the company's securities should
cease to be listed on the NASDAQ Small Cap market, they may continue to be
listed in the OTC-Bulletin Board. For the duration of the exception, the
company's NASDAQ symbol will be CMMDC.
Franklyn H. Snitow, President and CEO said, "We believe that the price of
our stock is significantly undervalued. We recently reported our second
consecutive quarter of strong results and believe that the investment
community will begin to recognize the value of our Company as they become
aware of the significant progress the company has made."
Statements in this press release other than statements of historical fact
are "forward-looking statements." Such statements are subject to certain
risks and uncertainties including the demand for the Company's services,
litigation, labor market, and other risk factors identified from time to
time in the Company's filings with the Securities and Exchange Commission
that could cause actual results to differ materially from any forward-looking
statements. These forward-looking statements represent the Company's
judgment as of the date of this release. The Company disclaims, however,
any intent or obligation to update these forward-looking statements.
Command Security Corporation provides security services to company-owned
offices in New York, New Jersey, California, Illinois, Connecticut, Florida,
Georgia and Pennsylvania and provides services to independent security
companies nationwide.
<PAGE>
COMMAND SECURITY CORPORATION
(LOGO)
CORPORATE OFFICE
LEXINGTON PARK
P.O. BOX 340
LAGRANGEVILLE, NY 12540
TEL (914) 454-3703
FAX (914) 454-0075
FOR IMMEDIATE RELEASE
CONTACT: William C. Vassell Donald Radcliffe
Chairman Radcliffe & Associates, Inc.
Tel: (914) 454-3703 Tel: (212) 605-0174
COMMAND SECURITY CORPORATION ANNOUNCES
* Received Letters Of Interest To Purchase Company
* Board Members Indicate Intention To Purchase Shares
Lagrangeville, New York *** November 30, 1998 *** Command Security Corporation
(NASDAQ:CMMDC) announced today that it is engaging in discussions concerning
the possible sale of the Company. In connection with those discussions,
management has entered into preliminary discussions with several potential
acquirers and has provided certain nonpublic information pursuant to
confidentiality agreements to some of them. Preliminary discussions have
so far generated an interest on the part of potential purchasers at an
approximate price of $2.00 per share. None of these discussions have advanced
beyond a preliminary stage and the Board of Directors is evaluating all
alternatives to maximize shareholder value. William C. Vassell, the Company's
Chairman of the Board, has expressed an interest in making an offer for the
company and is currently seeking financing. The Company expects to learn more
about his intentions during the next 60 days.
The Company further announced that two members of its Board of Directors have
indicated their intention to purchase in the open market and via private
transactions, subject to applicable SEC Regulations, a minimum of 150,000
shares up to a maximum of 500,000 shares over the next six months subject
to market conditions.
Statements in this press release other than statements of historical fact
are "forward-looking statements." Such statements are subject to certain
risks and uncertainties including the demand for the Company's services,
litigation, labor market, and other risk factors identified from time to
time in the Company's filings with the Securities and Exchange Commission
that could cause actual results to differ materially from any forward-looking
statements. These forward-looking statements represent the Company's
judgment as of the date of this release. The Company disclaims, however,
any intent or obligation to update these forward-looking statements.
Command Security Corporation provides security services to company-owned
offices in New York, New Jersey, California, Illinois, Connecticut, Florida,
Georgia and Pennsylvania and provides services to independent security
companies nationwide.
