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) March 6, 2002
Cross Country, Inc.
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(Exact Name of Registrant as Specified in its Charter)
Delaware 0-33169 13-4066229
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(State or Other (Commission (I.R.S. Employer
Jurisdiction of File Number) Identification
incorporation) No.)
6551 Park of Commerce Blvd., N.W., Suite 200, Boca Raton, FL 33487
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(Address of Principal Executive Offices) (Zip Code)
(561) 998-2232
(Registrant's Telephone Number, Including Area Code)
Not Applicable
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(Former Name or Former Address, If Changed Since Last Report.)
ITEM 5. Other Events.
Incorporated by reference is a press release issued by the Company
on March 6, 2002, which is attached hereto as Exhibit 1.1.
ITEM 7. Financial Statements, Pro Forma Financial Information and Exhibits.
(c) Exhibits.
Exhibit Description
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1.1 Press release issued by the Company on March 6, 2002
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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 hereunto duly authorized.
CROSS COUNTRY, INC.
BY: /s/ Emil Hensel
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Name: Emil Hensel
Title: Chief Financial Officer
Date: March 10, 2002
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Exhibit 1.1
Cross Country, Inc. Announces the Purchase of Jennings Ryan & Kolb, Inc.
BOCA RATON, FL, March 6, 2002/PRNewswire/ -- Cross Country, Inc. (Nasdaq: CCRN)
today announced the purchase, by its wholly owned subsidiary Cross Country
Consulting, Inc., of the stock of Jennings Ryan & Kolb, Inc., a healthcare
management consulting company, based in Atlanta, GA. The purchase price was
$3,750,000 including the assumption of $291,026 in debt. Half of the proceeds
were paid at closing and the remainder will be paid in the form of a three-year
earn-out. Jennings Ryan & Kolb's clients include many of the country's largest
health systems and hospitals, especially children's hospitals. Revenues for the
year ended December 31, 2001 were approximately $5.3 million.
"This acquisition broadens the range of healthcare management consulting
services Cross Country provides today through its Cejka Consulting and
Gill/Balsano Consulting brands," said Joseph A. Boshart, Chief Executive Officer
and President. "Moreover, the integration of this business into Cross Country
will be complementary to our core businesses by allowing us to provide more
problem solving solutions to our hospital clients. We are also pleased to
announce that the entire Jennings Ryan & Kolb management team, and professional
and support staffs will be joining Cross Country."
Cross Country, Inc. is a leading provider of healthcare staffing
services in the United States. The company has an active client base of over
3,000 hospitals, pharmaceutical companies and other healthcare providers across
all 50 states. For more information on Cross Country, Inc., please go to
www.crosscountry.com
This release contains forward-looking statements. Statements that are predictive
in nature, that depend upon or refer to future events or conditions or that
include words such as "expects," "anticipates", "intends", "plans", "believes",
"estimates", and similar expressions are forward-looking statements. These
statements involve known and unknown risks, uncertainties and other factors that
may cause our actual results and performance to be materially different from any
future results or performance expressed or implied by these forward-looking
statements. These factors include the following: our ability to attract and
retain qualified nurses and other healthcare personnel, costs and availability
of short-term leases for our travel nurses, demand for the healthcare services
we provide, both nationally and in the regions in which we operate, the
functioning of our information systems, the effect of existing or future
government regulation and federal and state legislative and enforcement
initiatives on our business, our clients' ability to pay us for our services,
our ability to successfully implement our acquisition and development
strategies, the effect of liabilities and other claims asserted against us, the
effect of competition in the markets we serve, and other factors set forth under
the caption "RISK FACTORS" in the Company's Registration Statement filed with
the SEC dated February 27, 2002.
Although we believe that these statements are based upon reasonable assumptions,
we cannot guarantee future results. Given these uncertainties, the
forward-looking statements discussed on this press release might not occur.
While it is the Company's intention to update its guidance quarterly, it should
not be assumed that our silence over time means that actual events are occurring
as expressed or implied in such forward-looking statements.
The forward-looking statements about the purchase of Jennings Ryan & Kolb by
Cross Country, Inc. are based on management's current expectations. The
statements included in this release are not guarantees of future performance.
For further information, please contact:
Brian Hekman, Director, Corporate Communications at 800-998-5187
Susan Eccher, Director, Investor Relations at 877-686-9779
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