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Corporate Resource Services, Inc. (OTCBB: CRRS), a national provider of temporary and permanent staffing services, announced today that it has entered into a definitive agreement to acquire Tri-Diamond Staffing Inc. from an affiliate of Tri-State Employment Services, Inc. Tri-Diamond Staffing, which following the consummation of the acquisition will be known as Diamond Staffing Services, Inc., is in the business of providing temporary and permanent employment staffing services and related support services principally to clients in light industrial businesses. The purchase price is approximately $25 million which will be paid through the issuance of 29,411,765 shares of the Company's common stock.
Tri-Diamond Staffing had sales of approximately $77 million for the nine-month period ended September 30, 2010, with approximately $1.8 million in pre-tax income for the same period. The company has 23 offices throughout the United States.
“We are excited by the size and quality of this acquisition” said Jay H. Schecter, Chief Executive Officer of CRS. Mr. Schecter continued “the inroads Tri-Diamond has made nationally, together with the quality of its management, provide another opportunity for CRS to grow aggressively.” Based on current levels of business, this acquisition, when combined with our existing operations, provides CRS with annual revenues approaching $300 million.
Completion of the transaction, which is anticipated to close by the end of January 2011, is subject to customary closing conditions for a transaction of this type.
The transaction was reviewed and approved by a special independent committee of the Board of Directors. The special committee received a fairness opinion from The BVA Group LLC, which indicated that the purchase price paid by CRS for Tri-Diamond, as well as the price per share of the Company's common stock used to determine the number of shares to be issued, was fair from a financial point of view to the unaffiliated stockholders of the Company.