U.S. 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 June 10, 1997
----------------
GENERAL PARCEL SERVICE, INC.
----------------------------
(Exact Name of Small Business Issuer in Its Charter)
State of Florida
----------------
(State or Other Jurisdiction of Incorporation)
33-30123-A 59-2576629
- ---------- ----------
(Commission File Number) (I.R.S. Employer
Identification No.)
8923 Western Way, Suite 22 Jacksonville, FL 32256
- -----------------------------------------------------------
(Address of Principal Executive Offices) (Zip Code)
(904) 363-0089
--------------
(Registrant's Telephone Number)
<PAGE>
Item 5. Other Events.
- ----------------------
The Registrant reported a deficit in stockholders' equity of
$516,519 at March 31, 1997 on Form 10-QSB. On May 27, 1997,
the Registrant was notified by the National Association of
Securities Dealers ("NASD") that the Registrant was not in
compliance with the minimum capital requirements for listing
on NASDAQ.
The Registrant's Chairman, its President and Chief Executive
Officer, certain affiliates of the Registrant's Chairman and
other persons subscribed to purchase approximately 3.4 million
shares of restricted common stock in May 1997 for cash,
cancellation of debt and assumption of debt in the amount of
approximately $5.9 million. Through June 10, 1997, the Registrant
has received cash of $1,219,000 which was used to pay accounts
payable and repay a portion of the Registrant's short-term
borrowings. Other debt payable to stockholders in the amount
of $997,512 was repaid through the issuance of stock.
The remaining purchase obligations under the subscription
agreements are expected to be fulfilled by June 30, 1997.
The Registrant, as part of its requirement with the NASD, is
providing as an exhibit to this Form 8-K, a pro-forma balance
sheet for March 31, 1997 for the sole purpose of informing the
NASD of its compliance with the capital requirements of NASD
bylaws. THE UNAUDITED BALANCE SHEET INFORMATION DATED MARCH 31,
1997 HAS BEEN PREPARED FOR THE NASD AND SHOULD NOT BE RELIED
UPON FOR INVESTMENT PURPOSES.
SIGNATURES
Pursuant to the requirements of the Security Exchange Act of
1934, the Registrant has duly caused this report to be signed on
its behalf by the undersigned hereunto duly authorized.
GENERAL PARCEL SERVICE, INC.
By: /s/Wayne N. Nellums
---------------------
Wayne N. Nellums, Vice President,
Chief Financial Officer, and Secretary
Date: June 10, 1997
--------------
<PAGE>
<TABLE>
<CAPTION>
General Parcel Service, Inc.
Balance Sheet
March 31, 1997
Subsequent
Events
Unaudited (Note A) Pro-Forma
------------- ------------- -------------
<S> <C> <C> <C>
Cash $ 6,674 $ 6,674
Accounts Receivable 2,013,095 2,013,095
Other Current Assets 320,380 320,380
------------ ------------
Total Current Assets 2,340,149 2,340,149
------------ ------------
Equipment, net 7,252,465 7,252,465
Goodwill 927,434 927,434
Other assets 212,238 212,238
------------ ------------
Total Assets $ 10,732,286 $ 10,732,286
============ ============
LIABILITIES AND EQUITY
Short-term borrowings $ 3,400,000 $ (1,200,000) $ 2,200,000
Current obligations under
capital leases 1,015,274 1,015,274
Current maturities of debt 299,669 299,669
Accounts payable 1,998,717 (690,000) 1,308,717
Accrued expenses 1,768,472 (26.517) 1,741,955
------------ ------------ ------------
Total current liabilities 8,482,132 (1,916,517) 6,565,615
------------ ------------ ------------
Non-current liabilities:
Long-term obligations under
capital leases 1,640,609 1,640,609
Long-term debt 539,387 539,387
Convertible Debentures 300,000 (300,000) --
Other long-term liabilities 286,317 286,317
------------ ------------ ------------
Total non-current liabilities 2,766,313 (300,000) 2,466,313
------------ ------------ ------------
Total liabilities 11,248,445 (2,216,517) 9,031,928
------------ ------------ ------------
Stockholders' equity (deficit):
Preferred stock 4,200 4,200
Common stock 37,586 1,26 38,853
Additional paid-in capital 21,386,455 2,215,250 23,601,705
Accumulated deficit (21,944,400) (21,944,400)
------------ ------------ ------------
Total stockholders' equity (deficit) (516,159) 2,216,517 1,700,358
------------ ------------ ------------
Total liabilities and equity $ 10,732,286 $ -- $ 10,732,286
============ ============ ============
</TABLE>
Note A. The Registrant's Chairman, its President and Chief Executive Officer,
certain affiliates of the Registrant's Chairman and other persons subscribed
to purchase approximately 3.4 million shares of restricted common stock in
May 1997 in exchange for cash, cancellation of debt and assumption of debt
in the amount of approximately $5.9 million. Through June 10, 1997, the
Registrant has received cash of $1,210,000 which was used to pay accounts
payable and repay a portion of the Registrant's short term borrowings.
Other debt payable to stockholders in the amount of $997,512 was repaid
through the issuance of stock. The remaining purchase obligations
under the subscription agreements are expected to be fulfilled by
June 30, 1997.