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) August 19, 1999
BPI PACKAGING TECHNOLOGIES, INC.
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(Exact name of registrant as specified in its charter)
Delaware 1-10648 04-2997486
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(State of or other (Commission (IRS Employer
jurisdiction of File Number) Identification
incorporation) Number)
455 Somerset Avenue, North Dighton, Massachusetts 02764
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Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code (508) 824-8636
N/A
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(Former name or address, if changed since last report)
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ITEM 5. OTHER EVENTS.
On August 19, 1999, BPI Packaging Technologies, Inc. (the "Company")
entered into a series of transactions in connection with the refinancing of
the Company's indebtedness with LaSalle Business Credit, Inc. ("LaSalle"),
and DGJ, L.L.C. ("DGJ"). LaSalle and the Company entered into a loan
agreement which provides for a $4,000,000 revolving line of credit (the
"Facility"). The Facility is secured by a first priority security interest
in the Company's accounts receivable, inventory and certain other assets.
DGJ is the lessor of substantially all the equipment used by the Company,
under a capital lease, and holds a first priority security interest in the
Company's equipment. LaSalle received a second priority security interest
in the Company's equipment. Certain of the proceeds of the Facility were
used to retire existing indebtedness owed by the Company to Franklin
Capital Corporation ("Franklin"), while the remaining proceeds were used to
retire other indebtedness of the Company and for working capital purposes.
The Facility bears interest at a fluctuating rate equal to 1.5% per annum
above the prime rate of LaSalle in effect from time to time. The Facility
matures in three years.
In addition, the Company and DGJ amended and restated that certain
Promissory Note in the original principal amount of $3,200,000 (the
"Note"), because the Company was unable to fulfill its financial
obligations under the terms of the loan and lease documents by and between
the Company and DGJ. To cure the defaults, the Company and DGJ restated
the Note to include, in addition to the original principal and interest
accrued thereunder, all amounts outstanding under: (i) the equipment loan
made by DGJ to the Company as of March 1, 1999 in the original principal
amount of $218,665; (ii) the series of advances made by Franklin to the
Company during the second quarter of 1999 (which totaled approximately
$900,000, and were reduced to approximately $660,000 after application of
proceeds of the Facility), rights to repayment of which were subsequently
assigned by Franklin to the Company; (iii) delinquent payments under the
DGJ lease of approximately $570,000; and (iv) interest on the foregoing.
The resulting balance of $4,773,584.88 was restated as the principal amount
of a new promissory note (the "Amended and Restated Promissory Note").
The Amended and Restated Promissory Note is in the original principal
amount of $4,773,584.88 and is payable as follows: $3,200,000 of principal
is due and payable on February 1, 2004 (or earlier by acceleration or
otherwise), and $1,573,584.88 is due and payable on demand. The Amended
and Restated Promissory Note bears interest at a rate of 10% per annum, and
is secured by all the assets of the Company, subordinated to LaSalle except
as to equipment.
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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, thereunto duly authorized.
BPI PACKAGING TECHNOLOGIES, INC.
(Registrant)
Date: August 23, 1999 /s/ Hanspeter Schulz
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By: Hanspeter Schulz
Title: President
