Business Context and Reporting Period
This Form 8-K was filed by Compass Diversified Holdings (CODI) and Compass Group Diversified Holdings LLC on November 18, 2011. The report serves as an update to a previous filing from October 18, 2011, regarding the divestiture of Staffmark Holdings, Inc. (Staffmark) to Recruit Co., LTD. and RGF Staffing USA, Inc. (collectively "Recruit").
Key Financial Metrics
The filing does not provide specific numerical values for revenue, profit, cash flow, margins, debt, or liquidity within the text body. Instead, it references the inclusion of Unaudited Condensed Combined Pro Forma Financial Statements as Exhibit 99.1. These statements cover:
- The Pro Forma Balance Sheet as of September 30, 2011.
- The Pro Forma Statement of Operations for the nine months ended September 30, 2011.
- The Pro Forma Statement of Operations for the years ended December 31, 2008, 2009, and 2010.
Material Changes
The primary material change reported is the completion of the Stock Purchase Agreement dated October 17, 2011, under which CODI and other shareholders sold all issued and outstanding capital stock of Staffmark to Recruit. This filing updates the pro forma financial data to reflect the impact of this divestiture.
Guidance, Outlook, and Risks
The filing contains no management commentary, forward-looking guidance, or specific risk factors beyond the disclosure of the divestiture transaction. The document focuses strictly on the procedural update of financial statements related to the sale of Staffmark.
Investor Verification Checklist
- Review Exhibit 99.1 for the specific pro forma financial figures reflecting the removal of Staffmark from CODI's consolidated results.
- Verify the final terms of the Stock Purchase Agreement with Recruit to understand any retained liabilities or earn-out provisions not detailed in this summary.
- Compare the pro forma results for the nine months ended September 30, 2011, against the actual historical results to assess the financial impact of the divestiture.