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Corporate Resource Services gets CRO to oversee sale, audit committee resigns

February 12, 2015

Corporate Resource Services (NASD: CRRS) appointed a chief restructuring officer to oversee a possible sale of the company under an agreement with funder Wells Fargo, according to filings with the US Securities and Exchange Commission. In addition, Corporate Resource Services’ CFO and several board members — including its audit committee members — resigned. And the New York-based staffing provider reported financial statements for the last two years should not be relied upon.

The filings come after Corporate Resource Services, the 22nd-largest US staffing firm, reported it was out of compliance with a funding agreement with Wells Fargo and TS Employment, which provided PEO services to the company, filed for Chapter 11 bankruptcy protection. TS Employment reported it failed to pay certain payroll taxes and could owe as much as $100 million, according to court documents.

Corporate Resource Services is TS Employment’s only client. And the PEO is owned by Robert Cassera, who also owns more than 80% of Corporate Resource Services’ common stock. Cassera resigned from Corporate Resource Services’ board on Feb. 4, according to a filing with the SEC.

The difficulties prompted Corporate Resource Services funder Wells Fargo to reconsider funding of the firm.

Under a new deal with the funder, Corporate Resource Services appointed Robert Riiska of Focus Management Group USA as its chief restructuring officer. Riiska will oversee a possible sale of Corporate Resource Services and must approve all payments or transfers of funds from the company.

Corporate Resource Services is continuing to work with TS Employment during the PEO’s bankruptcy proceeding.

However, board members serving on Corporate Resource Services’ audit committee all resigned effective Feb. 5. They said in a letter that Wells Fargo, which has sole control of the company’s financing, refused to provide funds for an independent investigation. In addition, management told them no other source of funds was available. The audit committee members said they were unable to conduct an independent investigation and stepped down. The board members include Thomas Clarke Jr., Sylvan Holzer and Larry Melby.

In addition, CFO Joseph Ciavarella stepped down effective Feb. 20 after having been with the company only since Jan. 12.

Certifying accountant Crowe Horwath LLP also resigned effective Feb. 9.