Unassociated Document
UNITED STATES
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): April 16, 2010

COMMAND CENTER, INC.
(Exact name of registrant as specified in its charter)


Washington
000-53088
91-2079472
(State or other jurisdiction
(Commission File Number)
(IRS Employer
of incorporation)
  
Identification No.)


3773 West Fifth Avenue, Post Falls, Idaho
  
83854
Address of principal executive offices
  
Zip Code


Registrant’s telephone number, including area code:     208-773-7450

(Former name or former address, if changes since last report.)


Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

o
Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

o
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

o
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

o
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

 
 
Item 1.01 Entry into a Material Definitive Agreement.
 
Private placement
 
On April 16, 2010, Command Center, Inc. announced that it had initiated a private offering of common stock to purchase, in the aggregate, up to 7,500,000 Units, composed of 1 share of Common Stock and ½ Common Stock Purchase Warrant, at a price of $0.08 per Unit.  The Common Stock Purchase Warrants expire on April 15, 2015, with exercise prices varying with time from $0.08 to $$1.00 per share, and exercisable at any time after the closing date. The offering will be limited to Accredited Investors, as that term is commonly understood under Federal and State Securities laws.  No registration rights are granted in connection with the Offering. All investors will be required to sign a Stock Subscription/Suitability Agreement.
 
The closing date of the offering is expected to occur on or about April 30, 2010.
 
The offering is believed exempt from registration pursuant to the exemption for transactions by an issuer not involving any public offering under Section 4(2) the Securities Act of 1933, as amended.
 
The securities offered, and to be sold and issued in connection with the private placement have not been registered under the Securities Act of 1933, as amended, or any state securities laws and may not be offered or sold in the United States absent registration with the Securities and Exchange Commission or an applicable exemption from the registration requirements. No registration rights are offered in conjunction with the proposed offering.
 
Item 3.02 Unregistered Sales of Equity Securities.
 
The information called for by this item is contained in Item 1.01, which is incorporated herein by reference.

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.

Command Center, Inc.                                                                                                           April 20, 2010

/s/ Ronald L. Junck                                         
Ronald L. Junck, Executive Vice President