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Previous: VARIABLE INSURANCE FUNDS, 485APOS, 1997-07-03 |
Next: TEL COM WIRELESS CABLE TV CORP, SC 13D, 1997-07-03 |
<PAGE> 1
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): JULY 2, 1997
AASCHE TRANSPORTATION SERVICES, INC.
------------------------------------
(Exact Name of Registrant as Specified in Its Charter)
DELAWARE
--------
(State or Other Jurisdiction of Incorporation)
0-24576 36-3964954
------- ----------
(Commission File Number) (IRS Employer Identification No.)
10214 N. MT. VERNON ROAD, SHANNON ILLINOIS 60178
------------------------------------------ -----
(Address of Principal Executive Offices) (Zip Code)
(815) 864-2421
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(Registrant's Telephone Number, Including Area Code)
NONE
(Former Name or Former Address, if Changed Since Last Report)
<PAGE> 2
ITEM 5. OTHER EVENTS.
On July 2, 1997, the Company completed an offering of 540,558 shares of
Common Stock, par value $0.0001 per share (the "Common Stock" or the "Shares")
at a price of $3.70 per Share and warrants (the "Warrants") to purchase 54,070
shares of Common Stock at an exercise price of $4.625 per share. The Warrants
are exercisable at any time within three years after June 24, 1997. The
offering was made solely to accredited investors in reliance upon Section 4(2)
of the Securities Act of 1933, as amended and Rule 506 of Regulation D
promulgated thereunder. The net proceeds of the offering of $1,890,000 are
being used to reduce outstanding indebtedness and for general corporate
purposes.
The net proceeds of the offering are reflected on the pro forma
consolidated balance sheets at May 31, 1997 (unaudited) filed herewith.
2
<PAGE> 3
EXHIBITS
Exhibit 10.1 Pro Forma Consolidated Balance Sheets at May 31, 1997 (Unaudited).
3
<PAGE> 4
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.
AASCHE TRANSPORTATION SERVICES, INC.
Dated: July 2, 1997 By: /s/ Leon M. Monachos
----------------------------
Leon M. Monachos
Chief Financial Officer
4
<PAGE> 1
Exhibit 10.1
AASCHE TRANSPORTATION SERVICES, INC.
PRO FORMA CONSOLIDATED BALANCE SHEETS
May 31, 1997
(Unaudited)
<TABLE>
<CAPTION>
As adjusted for
Private Placement
Actual ($1,890,000 net)
----------- ----------------
<S> <C> <C>
ASSETS
Current assets:
Trade receivables, net $ 6,201,822 $ 6,201,822
Prepaid expenses and other current assets 2,488,581 2,488,581
----------- -----------
Total current assets 8,690,403 8,690,403
Property and equipment, at cost 36,538,961 36,538,961
Less accumulated depreciation and amortization (13,127,229) (13,127,229)
----------- -----------
Net property and equipment 23,411,732 23,411,732
----------- -----------
Excess of cost over net assets acquired, net 7,504,756 7,504,756
Deferred income taxes 3,022,000 3,022,000
Other assets 394,729 394,729
----------- -----------
TOTAL ASSETS $43,023,620 $43,023,620
=========== ===========
LIABILITIES AND STOCKHOLDERS' EQUITY
Current liabilities:
Cash overdraft $ 325,950 $ -
Accounts payable 1,173,050 1,173,050
Accrued liabilities 2,311,325 2,311,325
Guaranteed obligation of Employee Stock Ownership Plan 230,628 230,628
Line of credit 4,817,247 3,253,197
Current maturities of long-term debt with unrelated parties 3,289,842 3,289,842
Current maturities of long-term debt with related party 995,000 995,000
Current maturities of capital lease obligations with unrelated parties 2,372,791 2,372,791
Current maturities of capital lease obligations with related parties 1,325,508 1,325,508
----------- -----------
Total current liabilities 16,841,341 14,951,341
Long-term debt with unrelated parties, less current maturities 4,805,607 4,805,607
Long-term debt with related party, less current maturities 2,193,204 2,193,204
Capital lease obligations with unrelated parties, less current maturities 4,596,993 4,596,993
Deferred income taxes 3,677,000 3,677,000
----------- -----------
Total liabilities 32,114,145 30,224,145
Stockholders' equity:
Common stock 263 317
Additional paid-in capital 14,697,660 16,587,606
Guarantee of Employee Stock Ownership Plan obligation (230,628) (230,628)
Accumulated deficit (3,557,820) (3,557,820)
----------- -----------
Total stockholders' equity 10,909,475 12,799,475
----------- -----------
TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY $43,023,620 $43,023,620
=========== ===========
</TABLE>
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