SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
PURSUANT TO SECTION 13 OR 15 (d) OF THE
SECURITIES EXCHANGE ACT OF 1934
Date of Report (Date of earliest event reported): August 3, 2000
AMERICOM USA, INC.
(Exact name of registrant as specified in its charter)
Delaware 0-023769 52-2068322
(State or other jurisdiction of (Commission file number) (I.R.S. employer
incorporation or organization) identification no.)
5900 Hollis Street, Suite R-1
Emeryville, CA 94608
(Address of principal executive offices) (Zip code)
Registrant's telephone number, including area code: (805) 542-6700
Item 5. Other Events.
On August 3, 2000, AmeriCom USA, Inc. (the "Company") executed and
delivered a promissory note in favor of Sterling National Bank (the "Bank")
evidencing a loan in the aggregate principal amount of $1,000,000 (the "Note").
The Note will mature on November 1, 2000 and will bear interest, payable
monthly, at a rate of 1% above the Bank's base loan rate on the principal amount
of the Note. As collateral for the Note, the Company entered into a General Loan
and Security Agreement, dated August 3, 2000 (the "Bank Security Agreement"),
between the Company and the Bank, pursuant to which the Company granted to the
Bank a first priority security interest in and lien on substantially all of the
assets of the Company. As further security for the Note, and at the request of
the Company and the Bank, Giacomo Torrente, a director of the Company, entered
into a guaranty in favor of the Bank, pursuant to which Mr. Torrente (i)
guaranteed the obligations of the Company under the Note and the Bank Security
Agreement and (ii) deposited with the Bank the sum of $1,000,000 (the
"Deposit"). In consideration for Mr. Torrente making the Deposit and entering
into the guaranty, the Company and KIOSK Software, Inc., a subsidiary of the
Company ("KIOSK"), entered into a security agreement in favor of Mr. Torrente,
as secured party, dated as of August 3, 2000, pursuant to which the Company and
KIOSK granted to Mr. Torrente a second priority security interest in and lien on
substantially all of the assets of the Company and KIOSK.
Copies of the definitive agreements are being filed with the
Securities and Exchange Commission as exhibits to this Current Report on Form
Item 7. Financial Statements, Pro Forma Financial Information and Exhibits
10.1 General Loan and Security Agreement, dated as of August 3, 2000, by and
between Sterling National Bank and AmeriCom USA, Inc.
10.2 Secured Note issued by AmeriCom USA, Inc. to the order of Sterling
National Bank, in the principal amount of $1,000,000, dated August
10.3 Security Agreement, dated as of August 3, 2000, by and among
AmeriCom USA, Inc., KIOSK Software, Inc. and Avv. Giacomo Torrente.
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 thereunto duly authorized.
AMERICOM USA, INC.
By: /s/ Thomas J. Hopfensperger
Name: Thomas J. Hopfensperger
Title: Chief Executive Officer
Date: August 31, 2000