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: May 8, 1996
CORT BUSINESS SERVICES CORPORATION
(Exact name of registrant as specified in its charter)
Delaware 1-14146 54-1662135
(State of Incorporation) (Commission File Number) I.R.S. Employer
Identification No.
4401 Fair Lakes Court, Fairfax, Virginia 22033
(Address of principal executive offices) (Zip Code)
(703) 968-8500
(Registrant's telephone number)
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Item 2. Acquisition or Disposition of Assets
(a) On April 24, 1996, CORT Business Services Corporation, a Delaware
corporation (the "Registrant") consummated the acquisition of Evans Rents, a
California corporation ("Evans") pursuant to an Acquisition Agreement (the
"Acquisition Agreement"), dated as of March 15, 1996, by and among the
Registrant, CE Merger Sub Inc., a California corporation and an indirect wholly
owned subsidiary of Registrant ("Merger Sub"), and Evans. The Acquisition
Agreement provided for, among other things, the acquisition by the Registrant of
the outstanding common stock of Evans and the merger of Merger Sub with and into
Evans.
The purchase price (the "Purchase Price") paid by the Registrant
pursuant to the Acquisition Agreement, which was established through
arm's-length negotiation, was $27 million in cash, of which approximately $8.4
million was used to retire certain senior indebtedness of Evans. The source of
funds for the Purchase Price was borrowings under the Registrant's Credit
Agreement (the "Credit Agreement") dated as of November 21, 1995, by and among
the Registrant, CORT Furniture Rental Corporation, a Delaware corporation and a
wholly owned subsidiary of the Registrant, and certain other Credit Parties and
Lenders (each as defined in the Credit Agreement) party thereto.
The Registrant is not aware of any material relationship between the
common stockholders of Evans and the Registrant or any of its affiliates, any
director or officer of the Registrant, or any associate of any such director or
officer.
(b) Evans is primarily engaged in renting furniture to commercial and
residential customers. Additionally, Evans sells furniture rented by customers
and furniture no longer usable for rental purposes. The Registrant intends to
continue to utilize the assets indirectly acquired through the acquisition of
Evans for substantially the same purposes as utilized by Evans prior to
consummation of the Acquisition Agreement.
Item 7. Financial Statements and Exhibits
(a) Financial Statements of Businesses Acquired.
Pursuant to Item 7(a)(4), the Registrant has not included the
requisite financial statements of businesses acquired due to the
impracticability of filing such information at the time this Current Report on
Form 8-K is filed. The Registrant anticipates that it will file such financial
statements within sixty (60) days of the date on which this Current Report on
Form 8-K is filed.
(b) Pro Forma Financial Information.
Pursuant to Item 7(b)(2), the Registrant has not included the
requisite pro forma financial information due to the impracticability of filing
such information at the time this Current Report on Form 8-K is filed. The
Registrant anticipates that it will file such pro forma financial information
within sixty (60) days of the date on which this Current Report on Form 8-K is
filed.
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(c) Exhibits
2.1 Acquisition Agreement, dated as of March 15, 1996, by and among
the Registrant, Merger Sub and Evans; incorporated by reference
to Exhibit 2.4 to the Registrant's Annual Report on Form 10-K
for the fiscal year ended December 31, 1995
99.1 Press Release issued by the Registrant on April 24, 1996
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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.
CORT BUSINESS SERVICES CORPORATION
Dated: May 8, 1996 By /s/ Frances Ann Ziemniak
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Frances Ann Ziemniak
Vice President, Finance
and Chief Financial Officer
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EXHIBIT INDEX
Sequential
Exhibit No. Description Page Number
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99.1 Press Release issued by the Registrant on April 24, 1996 5
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EXHIBIT 99.1
PRESS RELEASE For more information contact:
For Immediate Release Frances Ann Ziemniak
Vice President, Finance & CFO
(703) 968-8524
CORT COMPLETES EVANS ACQUISITION
Fairfax, VA, April 24, 1996 --- CORT Business Services Corporation (NYSE: CBS)
reported that it has completed its previously announced acquisition of Evans
Rents. The transaction, based on an agreement signed on March 15, 1996, closed
today. Paul N. Arnold, President and Chief Executive Officer said, "The
combination of CORT's positive operating trends and the regional strength of
Evans, which had revenues of approximately $30 million in 1995, enhances CORT's
leadership position in the growing and fragmented furniture rental industry."
Earlier today, CORT announced record revenues and operating earnings for the
quarter ended March 31, 1996.
CORT Business Services Corporation is the leading provider of rental furniture,
accessories and related services in the "rent-to-rent" segment of the furniture
rental industry. CORT operates 97 rental showrooms, 63 furniture clearance
centers and 58 warehouses in 29 states and the District of Columbia, before
reflecting the Evans acquisition. Evans operates 17 rental showrooms and two
warehouses in California.
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