U.S. 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 June 10, 1997 ---------------- GENERAL PARCEL SERVICE, INC. ---------------------------- (Exact Name of Small Business Issuer in Its Charter) State of Florida ---------------- (State or Other Jurisdiction of Incorporation) 33-30123-A		 	 59-2576629 - ---------- ---------- (Commission File Number) 	 (I.R.S. Employer Identification No.) 											 8923 Western Way, Suite 22 Jacksonville, FL 32256 - ----------------------------------------------------------- (Address of Principal Executive Offices) (Zip Code) (904) 363-0089 -------------- (Registrant's Telephone Number) Item 5. Other Events. - ---------------------- The Registrant reported a deficit in stockholders' equity of $516,519 at March 31, 1997 on Form 10-QSB. On May 27, 1997, the Registrant was notified by the National Association of Securities Dealers ("NASD") that the Registrant was not in compliance with the minimum capital requirements for listing on NASDAQ. The Registrant's Chairman, its President and Chief Executive Officer, certain affiliates of the Registrant's Chairman and other persons subscribed to purchase approximately 3.4 million shares of restricted common stock in May 1997 for cash, cancellation of debt and assumption of debt in the amount of approximately $5.9 million. Through June 10, 1997, the Registrant has received cash of $1,219,000 which was used to pay accounts payable and repay a portion of the Registrant's short-term borrowings. Other debt payable to stockholders in the amount of $997,512 was repaid through the issuance of stock. The remaining purchase obligations under the subscription agreements are expected to be fulfilled by June 30, 1997. The Registrant, as part of its requirement with the NASD, is providing as an exhibit to this Form 8-K, a pro-forma balance sheet for March 31, 1997 for the sole purpose of informing the NASD of its compliance with the capital requirements of NASD bylaws. THE UNAUDITED BALANCE SHEET INFORMATION DATED MARCH 31, 1997 HAS BEEN PREPARED FOR THE NASD AND SHOULD NOT BE RELIED UPON FOR INVESTMENT PURPOSES. SIGNATURES Pursuant to the requirements of the Security Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. GENERAL PARCEL SERVICE, INC. By: /s/Wayne N. Nellums --------------------- Wayne N. Nellums, Vice President, Chief Financial Officer, and Secretary Date: June 10, 1997 -------------- General Parcel Service, Inc. Balance Sheet March 31, 1997 	 	Subsequent 	 	 	 	 	 	Events 	 	 	 	Unaudited 	(Note A) 	 	Pro-Forma ------------- ------------- ------------- Cash 	 $ 	6,674 	 	 	$ 	 6,674 Accounts Receivable 	 	2,013,095 	 	 	 2,013,095 Other Current Assets 	 	320,380 	 	 	320,380 ------------ ------------ Total Current Assets 	 	2,340,149 	 	 	 	2,340,149 ------------ ------------ 	 	 	 	 	 	 Equipment, net 	 	7,252,465 	 	 	 	7,252,465 Goodwill 	 	 927,434 	 	 	 	927,434 Other assets 	 	212,238 	 	 	 	212,238 ------------ ------------ Total Assets 	$	10,732,286 	 	 	$ 	10,732,286 ============ ============ 	 	 	 	 	 	 LIABILITIES AND EQUITY 	 	 	 	 	 	 Short-term borrowings 	$ 	3,400,000 	$	(1,200,000) 	$ 	2,200,000 Current obligations under capital leases 	 1,015,274 	 	 	 	 1,015,274 Current maturities of debt 	 	299,669 	 	 	 	 299,669 Accounts payable 	 	1,998,717 	 	(690,000) 	 	1,308,717 Accrued expenses 	 	1,768,472 	 	(26.517) 	 	1,741,955 ------------ ------------ ------------ 	 	 	 	 	 	 Total current liabilities 	 	8,482,132 	 	(1,916,517) 	6,565,615 ------------ ------------ ------------ 	 	 	 	 	 	 Non-current liabilities: 	 	 	 	 	 	 Long-term obligations under capital leases 	 	1,640,609 	 	 	 	1,640,609 Long-term debt 	 	539,387 	 	 	 	539,387 Convertible Debentures 	 	300,000 	 	(300,000) 	 	 -- Other long-term liabilities 	 	286,317 	 	 	 	 286,317 ------------ ------------ ------------ 	 	 	 	 	 	 Total non-current liabilities 	 	2,766,313 	 	(300,000) 	2,466,313 ------------ ------------ ------------ 	 	 	 	 	 	 Total liabilities 	11,248,445 	 	(2,216,517) 	9,031,928 ------------ ------------ ------------ 	 	 	 	 	 	 Stockholders' equity (deficit): 	 	 	 	 	 	 Preferred stock 	 	4,200 	 	 	 	 4,200 Common stock 	 	 37,586 	 	1,26 	 	 38,853 Additional paid-in capital 	 	 21,386,455 	 	2,215,250 	 23,601,705 Accumulated deficit 	 	(21,944,400) 	 	(21,944,400) ------------ ------------ ------------ 	 	 	 	 	 	 Total stockholders' equity (deficit) 	 	(516,159) 	2,216,517 	 	1,700,358 ------------ ------------ ------------ 	 	 	 	 	 	 Total liabilities and equity 	$	10,732,286 	 $	 -- 	 $ 10,732,286 ============ ============ ============ 	 	 	 	 	 	 	 	 	 	 	 	 Note A. The Registrant's Chairman, its President and Chief Executive Officer, certain affiliates of the Registrant's Chairman and other persons subscribed to purchase approximately 3.4 million shares of restricted common stock in May 1997 in exchange for cash, cancellation of debt and assumption of debt in the amount of approximately $5.9 million. Through June 10, 1997, the Registrant has received cash of $1,210,000 which was used to pay accounts payable and repay a portion of the Registrant's short term borrowings. Other debt payable to stockholders in the amount of $997,512 was repaid through the issuance of stock. The remaining purchase obligations under the subscription agreements are expected to be fulfilled by June 30, 1997.