FORM 8-K
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): June 29, 1999
EcoScience Corporation
(Exact name of registrant as specified in its charter)
Delaware 0-19746 04-2912632
(State or other jurisdiction (Commission (IRS Employer
of incorporation File Number) Identification Number)
10 Alvin Court
East Brunswick, New Jersey 08816
(Address of principal executive offices, including zip code)
Registrant's telephone number, including area code: (732) 432-8200
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Item 5. Other Events
Extension of Debt
On July 1, 1999, EcoScience Corporation (the "Company") announced that it
had reached an agreement with Cogentrix Energy, Inc. ("Cogentrix") to extend the
due date of $21.6 million of indebtedness owed to Cogentrix from June 30, 1999
to July 31, 1999. The indebtedness was incurred in connection with the Company's
acquisition of Cogentrix's interest in four greenhouse operations in which the
Company and Cogentrix were partners. The Company and Cogentrix are currently
discussing a restructuring of the debt. No assurance can be given that any such
restructuring will be completed.
Agro Dynamics, Inc. Loan Agreement
On June 29, 1999, Agro Dynamics, Inc. ("ADI"), a wholly owned subsidiary of
the Company, and Century Business Credit Corporation entered into a new
revolving loan agreement which provides up to $4 million of borrowing
availability. Borrowings under the facility bear interest at a rate per annum
equal to the greater of (i) 7% or (ii) the prime rate plus 2.75% and are secured
by eligible accounts receivable and inventory (as defined). The agreement, which
has an initial two year term, replaces a $3 million revolving credit facility
with Silicon Valley Bank. Proceeds from the new revolving loan facility were
used to retire the $750,000 of borrowings outstanding under the Silicon Valley
Bank Loan.
Nasdaq Delisting
The Nasdaq Stock Market has advised the Company that effective with the
close of business on June 30, 1999, the Company's Common Stock have been
delisted from the Nasdaq SmallCap Market. The Common Stock will trade on the OTC
Bulletin Board.
This report contains "forward-looking statements" which are made pursuant
to the safe harbor provisions of the Private Securities Litigation Reform Act of
1995. Investors are cautioned that known and unknown risks, uncertainties and
other factors may cause actual results, performance or achievements of the
Company to be materially different from any future results, performance or
achievements expressed or implied by such forward-looking statements. Factors
that might cause such differences include the Company's risks and uncertainties
related to the Company's future profitability, ability to meet its capital
needs, government regulation, continued cooperation of the Company's creditors,
competition, market acceptance, year 2000 compliance and other factors described
in Item 7A and elsewhere in the Company's annual report on Form 10-K and other
filings with the Securities and Exchange Commission.
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SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the
registrant has fully caused this report to be signed on its behalf by the
undersigned hereunto duly authorized.
EcoScience Corporation
(Registrant)
By:
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Kenneth S. Hollander, Senior Vice President
and Chief Financial Officer
Dated: July 12, 1999
