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 10, 1997
CSI COMPUTER SPECIALISTS, INC.
(Exact name of Registrant as specified in its charter)
DELAWARE 52-1599610
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
2275 RESEARCH BLVD SUITE 430
ROCKVILLE, MARYLAND 20850
(Address of principal executive offices) (Zip code)
301-921-8860
(Registrant's telephone number including area code)
Not applicable
(Former name and former address, if changed since last report)
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Item 5. Other Events
Pursuant to the terms of the Stock Purchase Agreement dated January 10,
1997, (the Purchase Agreement) CSI Computer Specialists, Inc. (the Company)
acquired the outstanding stock of Cintronix, Inc. (Cintronix) from the
stockholders of Cintronix for a combination of cash and stock. A cash payment of
$900,000 was paid on January 10, 1997. A portion of the net proceeds of the
Company's initial public offering completed in July 1995 was used for such cash
payment. The balance of the purchase price was paid by the issuance of 313,726
shares of stock in the Company. The purchase was determined based on arms-length
negotiation.
In addition, on January 10, 1997, certain of the principal shareholders of
Cintronix, namely Lianne D. Wendell and Siri L. Derian, and certain key
employees, namely Herbert H. Derian, entered into employment agreements with
Cintronix. The employment agreements provide that Cintronix will employ each of
such persons for varying terms of two and three years at salaries commensurate
with their positions and duties. Each of the employment agreements contain
non-compete and confidentiality provisions. The above descriptions of the
agreements entered into by the Company relating to the acquisition and by
Cintronix are not complete. Reference is made to the respective executed
agreements, copies of which are filed as exhibits to this report and
incorporated herein by reference.
There was no affiliation or relationship between the Company, its affiliates,
officers or directors or associates of such persons and Cintronix or any of its
officers, directors or stockholders prior to the execution of the Purchase
Agreement on January 10, 1997.
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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, thereunto duly authorized.
CSI COMPUTER SPECIALISTS, INC.
January 25, 1997 By: James D. Boccabella__________________
Date James D. Boccabella,
Chief Financial Officer
