SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
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FORM 8-K
Current Report
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Pursuant to Section 13 or 15(d) of
the Securities Exchange Act of 1934
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Date of Report (Date of earliest event reported): October 2, 1997
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SOS Staffing Services, Inc.
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(Exact name of registrant as specified in its charter)
Utah 0-26094 87-0295503 .
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(State or other jurisdiction of (Commission File No.) (IRS Employer
incorporation) Identification No.)
1415 South Main Street
Salt Lake City, Utah 84115 .
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(Address of principal executive offices, including zip code)
(801) 484-4400 .
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(Registrant's telephone number, including area code)
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TABLE OF CONTENTS
Page
Item 2. Acquisition or Disposition of Assets 3
Item 7. Financial Statements and Exhibits 3
SIGNATURES 4
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Item 2. Acquisition or Disposition of Assets,
Pursuant to an agreement entered into on October 2, 1997 to be effective
October 27, 1997, SOS Staffing Services, Inc. (the "Company") completed the
acquisition of certain assets and substantially all of the business operations
of Century Personnel, Inc. and M.A. Jones Enterprises, Inc. ("Century"). Century
specializes primarily in commercial staffing, with other divisions dedicated to
information technology staffing and executive search/permanent placement in
high-level professional occupations in Kansas and Missouri. The assets purchased
from Century consist principally of office furniture and equipment, customer
lists, employee lists, and goodwill used in Century's staffing business. The
Company will use the assets purchased in the operation of its business.
The purchase price consists of initial purchase payment of approximately
$14.9 million plus two earnout payments payable within 45 days of each of the
first and second anniversaries of the closing date of the Century acquisition.
The amount of the intital purchase payment is subject to reduction in the event
an audit of Century's financial statements result in adjsutments to the
financial statements provided to the Company at the time of executing the
Century Agreement. The amount of the earnout payments will be based upon the
earnings beforme interest and taxes generated by Century's business operations
during the two one-year periods following the closing. The Century Agreement
provides that the aggregate purchase price payable by the Company shall not
exceed $25 million. In connection with the purchase, the Company assumed real
property leases, certain contracts, and entered into noncompetition agreements
with previous owners. The purchase price for the assets and business was
determined in arms'-length negotiations conducted by principals of the Company
and representatives of Century. There was no material relationship between the
owners of Century and the Company or any of its affiliates, any director or
officer of the Company, or any associate of any such director or officer.
The funds required to pay for the assets and business operations pursuant
to the Agreement will be derived form an equity offering or from borrowings
under the Company's line of credit.
Item 7. Financial Statements and Exhibits
(a) Financial statments of business acquired
As of the date of this filing, it is not prictical to provide
financial statements. The Company intends to file an amended Form
8K, which will include such financial statements not later than
December 16, 1997.
(b) Pro forma financial information
As of the date of this filing, it is not prictical to provide pro
forma financial information. The Company intends to file an
amended Form 8K, which will include such pro forma financial
information not later than December 16, 1997.
(c) Exhibits
2.1 Acquisition agreement
The acquisition agreement will be included in an amended Form 8K
to be filed no later than Decmeber 16, 1997.
99.1 Press Release dated October 2, 1997
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SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the
Registrant has duly caused this Current Report on Form 8-K to be signed on its
behalf by the undersigned thereto duly authorized.
SOS STAFING SERVICES, INC.
\S\ Gary B. Crook
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Gary B. Crook
Vice President, Chief Financial Officer
and Treasurer
Date: October 8, 1997
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FOR IMMEDIATE RELEASE: Thursday, October 2, 1997
CONTACT: Gary B. Crook Madeleine Franco
Chief Financial Officer or Andrew Graft
801-484-4400 Jordan Richard Assoc.
801-595-8611
SOS STAFFING SERVICES, INC. TO ENTER KANSAS AND MISSOURI
WITH PURCHASE OF CENTURY PERSONNEL, INC.
SALT LAKE CITY, UTAH -- In its largest acquisition to date, SOS Staffing
Services, Inc. (NASDAQ/NMS: SOSS) announced today that it has signed an
agreement to purchase the assets of Century Personnel, Inc. (Century) of
Overland Park, Kan.
Century offers a broad range of staffing services through its 13 offices in
Kansas and Missouri, generating annual revenues of approximately $20 million.
The company specializes primarily in commercial staffing, with other divisions
dedicated to information technology staffing and executive search/permanent
placement in high-level professional occupations.
Howard W. Scott, Jr., chief executive officer of SOS Staffing Services,
indicated that SOS intends to retain Century's current management and that the
transaction is expected to close in late October or early November.
"This acquisition creates a solid platform upon which SOS can establish and
expand its presence in the Plains states and adjoining areas of the Midwest,"
said Scott. "We look forward to working closely with the experienced and
talented management team at Century to grow its current base of 13 offices and
capitalize upon the opportunities afforded SOS in this new region."
SOS Staffing Services, Inc. offers a full range of staffing services through its
network of more than 100 offices located in the states of Arizona, California,
Colorado, Idaho, Louisiana, Minnesota, Montana, Nevada, New Mexico, North
Dakota, Oklahoma, Oregon, Texas, Utah, Washington and Wyoming. With the close of
its transaction with Century Personnel, Inc., SOS will
officially operate in Kansas and Missouri.
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