<PAGE>
--------------------------------------------------------------------------------
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of
the Securities and Exchange Act of 1934
Date of Report (Date of Earliest Event Reported):
October 16, 2000
CELERITY SYSTEMS, INC.
---------------------------------------------------------------
(Exact Name of Registrant as Specified in Charter)
Delaware 0-23279 52-2050585
----------------- ---------------- --------------------
(State or Other (Commission File (IRS Employer
Jurisdiction of Number) Identification No.)
Incorporation)
122 Perimeter Park Drive
Knoxville, Tennessee 37922
----------------------------------------
(Address of Principal Executive Offices)
Registrant's Telephone Number, including
area code: (865) 539-5300
----------------
----------------------------------------------
(Former Address, if changed since last report)
<PAGE>
Item 5: OTHER EVENTS
The following disclosure is qualified in its entirety by the Amendment
to the Line of Credit Agreement attached hereto as Exhibit 99.1.
Effective September 30, 1999, Celerity entered into a line of credit
agreement with GMF Holdings ("GMF"), pursuant to which Celerity could require
GMF to purchase up to $5,000,000 principal amount of Celerity's 4% subordinated
convertible debentures due September 2004, as more fully described in a Current
Report on Form 8-K, filed with the Securities and Exchange Commission on October
8, 1999. At September 29, 2000, Celerity had issued $550,000 of debentures to
GMF. GMF's obligation to purchase additional debentures terminated on September
30, 2000, and was amended as of October 16, 2000. On substantially similar terms
as the prior agreement, GMF is now obligated to purchase up to $10,000,000
principal amount of convertible debentures until October 31, 2001. Celerity has
filed a registration statement covering the resale by GMF of up to 7,000,000
shares of common stock issuable upon conversion of the convertible debentures.
Item 7: FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION AND EXHIBITS.
(c) Exhibits
99.1 Amendment to the Line of Credit Agreement
between Celerity Systems, Inc. and GMF
Holdings, dated October 16, 2000
(Incorporated by reference to Exhibit 10.28
to the Registration Statement on Form SB-2
filed on October 27, 2000.)
- 2 -
<PAGE>
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.
Dated: November 9, 2000
CELERITY SYSTEMS, INC.
By: /s/ Kenneth D. Van Meter
-------------------------------
Kenneth D. Van Meter
President and Chief Executive Officer
- 3 -
