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) April 13, 1998
BARRETT BUSINESS SERVICES, INC.
(Exact name of registrant as specified in its charter)
Maryland 0-21886 52-0812977
(State or other jurisdiction (Commission File (IRS Employer
of incorporation) Number) Identification No.)
4724 SW Macadam Avenue, Portland, Oregon 97201
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code (503) 220-0988
<PAGE>
Item 5. Other Events.
On April 15, 1998, Barrett Business Services, Inc., announced the
acquisition on April 13, 1998, of certain assets of BOLT Staffing Services,
Inc., located in Pocatello, Idaho, with 1997 revenues of approximately $2.4
million, for $675,000 in cash.
The registrant also announced an agreement in principle to acquire
Western Industrial Management, Inc. ("Western"), a privately-held staffing
service company headquartered in San Bernadino, California, with 1997 revenues
of approximately $24.5 million. The transaction, which will be accounted for as
a pooling of interests, will be effected as a stock-for-stock merger in which
the registrant will issue approximately 975,000 shares of common stock. The
merger is conditioned upon the holders of at least 90 percent of the shares of
Western stock outstanding not exercising dissenters' rights to receive cash. The
transaction is expected to close on June 1, 1998. The registrant believes that
the transaction will be accretive to earnings in an amount of approximately $.06
per share for the twelve months subsequent to the closing.
Item 7. Financial Statements and Exhibits.
(c) Exhibits
Exhibit 99 News Release of Barrett Business Services,
Inc., dated April 15, 1998
SIGNATURE
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 thereunto duly authorized.
DATED: April 17, 1998 Barrett Business Services, Inc.
By: /s/ Michael D. Mulholland
Michael D. Mulholland
Vice President - Finance
NEWS RELEASE EXHIBIT 99
For Immediate Release Contact: William W. Sherertz
President and
Chief Executive Officer
Telephone: (503) 220-0988
BARRETT BUSINESS SERVICES, INC.
ANNOUNCES PENDING MERGER WITH
WESTERN INDUSTRIAL MANAGEMENT, INC.
AND ACQUISITION OF BOLT STAFFING SERVICE, INC.
PORTLAND, OREGON, April 15, 1998 - Barrett Business Services, Inc.
(Nasdaq trading symbol: "BBSI") announced today that it has reached an agreement
in principle to acquire Western Industrial Management, Inc. pursuant to a
stock-for-stock merger. The transaction will be accounted for as a pooling of
interests.
The transaction is valued at approximately $11.1 million and provides
that Barrett will issue approximately 975,000 shares of common stock in exchange
for all the stock of Western. The acquisition is expected to close on June 1,
1998.
Western, a privately-held staffing services company headquartered in
San Bernadino, California, operates six branch offices in Southern California.
Western's revenues for the year ended December 31, 1997 were approximately $24.5
million.
William W. Sherertz, Barrett's President and Chief Executive Officer,
commented that, "We are very pleased with this opportunity, which is expected to
be accretive to earnings subsequent to the closing. Western's very strong and
capable management team has built an excellent company. The culture of our two
companies is very similar and their management team will continue with Barrett.
Keith Rentschler, Western's President, will become an Area Vice President with
Barrett and will provide managerial oversight over our entire Southern
California zone."
Barrett also announced that it acquired certain assets of BOLT Staffing
Service, Inc. effective April 13, 1998 for $675,000 in cash.
BOLT Staffing Service, Inc., located in Pocatello, Idaho, had revenues
for the year ended December 31, 1997 of approximately $2.4 million.
Barrett Business Services, Inc., is a human resource management company
with offices in Washington, Oregon, Idaho, California, Arizona, Michigan,
Maryland and Delaware. For 1997, Barrett reported revenues of $281.0 million and
net income of $3.8 million.
