SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 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): OCTOBER 31, 1997
------------------------------
NUCO2 INC.
- --------------------------------------------------------------------------------
(Exact Name of Registrant as Specified in Charter)
FLORIDA 0-27378 65-0180800
- --------------------------------------------------------------------------------
(State or Other Jurisdiction (Commission (IRS Employer
of Incorporation) File Number) Identification No.)
2800 S.E. MARKET PLACE, STUART, FLORIDA 34997
- --------------------------------------------------------------------------------
(Address of Principal Executive Offices) (Zip Code)
Registrant's telephone number, including area code: (561) 221-1754
-----------------------------
N/A
- --------------------------------------------------------------------------------
(Former Name or Former Address, if Changed Since Last Report.)
<PAGE>
Item 5. OTHER EVENTS.
-------------
Exhibit 99.1 to this Form 8-K is incorporated herein by reference.
Item 7. FINANCIAL STATEMENTS, PRO FORMA FINANCIAL
-----------------------------------------
INFORMATION AND EXHIBITS.
-------------------------
(c) Exhibits
EXHIBIT NO. DESCRIPTION
----------- -----------
99.1 Press Release dated November 3, 1997
-2-
<PAGE>
SIGNATURE
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.
NUCO2 INC.
Dated: November 6, 1997 By: /S/ JOANN SABATINO
------------------------
Joann Sabatino,
Chief Financial Officer
-3-
<PAGE>
Exhibit 99.1
NuCo2 Inc.
2800 S.E. Market Place, Stuart, Florida 34997
http://home.earthlink.net/~nuco2
E-mail: [email protected]
- --------------------------------------------------------------------------------
FOR IMMEDIATE RELEASE CONTACT: JOSEPH CRISCUOLO
PRESIDENT
(561) 221-1754
NUCO2(R) ENTERS INTO $50.0 MILLION REVOLVING CREDIT FACILITY AND SELLS
$25.0 MILLION OF ITS 12% SENIOR SUBORDINATED PROMISSORY NOTES
-------------------------------------------------------------
(Stuart, Florida, November 3, 1997) -- NuCo2 Inc. (Nasdaq\National
Market: NUCO) announced today that it closed a $50.0 million senior secured
revolving credit facility with SunTrust Bank, South Florida, National
Association. The facility includes a trigger for an automatic request by the
Company to increase the facility by an additional $50.0 million to a total of
$100.0 million upon the happening of certain events.
The Company further reported today that it closed on the sale of $25.0
million of its 12% Senior Subordinated Promissory Notes Due 2004. Montgomery
Securities acted as placement agent. The purchasers of the Notes were
institutional investors led by Chase Equity Associates L.P. The Company expects
to close on the sale of an additional $5.0 million of Notes in the near future.
The Notes were sold with seven year warrants to purchase an aggregate of 546,448
shares of the Company's Common Stock at an exercise price of $16.40 per share. A
portion of the proceeds of the sale of the Notes was used to repay the Company's
existing indebtedness with its lending institution, which facility was
terminated by the Company concurrently with the closing of the SunTrust
facility.
"The SunTrust facility together with the balance of the proceeds from
the sale of the Notes will enable the Company to accelerate its growth plan to
become the national supplier of bulk CO2 systems and liquid carbon dioxide to
retail establishments for use in the carbonation and dispensing of fountain
beverages," said Edward M. Sellian, Chairman of the Board and Chief Executive
Officer. The Company's growth plan is to consolidate its position in existing
markets and expand into additional geographic markets through internal market
development facilitated initially by national chain customers and by strategic
acquisitions.
NuCo2 Inc. is the largest company in the industry that supplies bulk
CO2 systems and liquid carbon dioxide to retail establishments for use in the
carbonation and dispensing of fountain beverages.
This press release contains certain forward-looking statements within
the meaning of Section 27A of the Securities Act of 1933, as
-4-
<PAGE>
amended, and Section 21E of the Securities Exchange Act of 1934, as amended,
which are intended to be covered by the safe harbors created thereby. Investors
are cautioned that all forward-looking statements involve risks and uncertainty,
including without limitation, the ability of the Company to market and develop
its products. Although the Company believes that the assumptions underlying the
forward-looking statements contained herein are reasonable, any of the
assumptions could be inaccurate, and therefore, there can be no assurance that
the forward-looking statements included in this press release will prove to be
accurate. In light of the significant uncertainties inherent in the
forward-looking statements included herein, the inclusion of such information
should not be regarded as a representation by the Company or any other person
that the objectives and plans of the Company will be achieved.
-5-
