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) May 15, 2002.
STONEPATH GROUP, INC.
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(Exact name of registrant as specified in charter)
Delaware 0-26929 65-0867684
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(State or other jurisdic- (Commission File Number) (IRS Employer
tion of incorporation) Identification No.)
Two Penn Center Plaza, Suite 605, Philadelphia, PA 19102
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(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code 215-564-9193
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Not applicable
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(Former name or former address, if changed since last report.)
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Item 5. Other Events.
On May 15, 2002, the Company and certain of its direct and indirect
subsidiaries (the "Loan Parties") entered into a Loan and Security Agreement
with LaSalle Business Credit, Inc. providing for a credit facility of up to
$15.0 million (the "Revolving Credit Facility") which expires on May 15, 2004.
The Revolving Credit Facility is collateralized by substantially all assets of
the Loan Parties. The Revolving Credit Facility requires the Loan Parties to
meet certain financial objectives and maintain certain financial covenants with
respect to, among other things, cash flow coverage ratio, funded debt to
consolidated earnings before interest, taxes, depreciation and amortization
("EBITDA") ratio, consolidated net income and consolidated EBITDA.
The Revolving Credit Facility provides for advances of up to 85% of the
eligible accounts receivable of the Loan Parties. Advances under the Revolving
Credit Facility are to be used to fund operating expenses, for general corporate
purposes, and to finance future acquisitions that comply with certain guidelines
established within the Revolving Credit Facility. Borrowings shall bear
interest, at the Company's option, at the prime rate or LIBOR plus 2.25% and can
be adjusted up or down during the term based on the Company's performance
relative to certain financial covenants.
Item 7. Financial Statements, Pro Forma Financial Information and Exhibits.
(c) Exhibits
10.12 Loan and Security Agreement dated as of May 15, 2002
between LaSalle Business Credit, Inc. and Stonepath Group,
Inc., Contract Air, Inc., Distribution Services, Inc.,
Global Transportation Services, Inc., Global Container
Line, Inc., M.G.R., Inc., d/b/a Air Plus Limited, Net
Value, Inc., Stonepath Logistics Domestic Services, Inc.,
Stonepath Logistics International Services, Inc. and
Stonepath Operations, Inc.
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.
STONEPATH GROUP, INC.
Date: May 16, 2002 By: /s/ Dennis L Pelino
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Name: Dennis L. Pelino
Title: Chairman and Chief Executive
Officer
EXHIBIT INDEX
No.
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EX-10.12 Loan and Security Agreement dated as of May 15, 2002 between
LaSalle Business Credit, Inc. and Stonepath Group, Inc., Contract
Air, Inc., Distribution Services, Inc., Global Transportation
Services, Inc., Global Container Line, Inc., M.G.R., Inc., d/b/a
Air Plus Limited, Net Value, Inc., Stonepath Logistics Domestic
Services, Inc., Stonepath Logistics International Services, Inc.
and Stonepath Operations, Inc.