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 13, 1999
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TRANSIT GROUP, INC.
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(Exact name of Registrant as specified in its charter)
Florida 000-18601 59-2576629
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(State or other jurisdiction (Commission File No.) (IRS Employer
of incorporation or organization) Identification No.)
2859 Paces Ferry Road
Suite 1740
Atlanta, Georgia 30339
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(Address of principal executive offices, including zip code)
(770) 444-0240
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(Registrant's telephone number, including area code)
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(Former name or Former Address if
Changed Since Last Report)
ITEM 5. OTHER EVENTS
On May 13, 1999, Transit Group, Inc.("TGI"), and GE Capital Equity
Investments, Inc. ("GE Equity"), entered into a Purchase Agreement, pursuant to
which: (a) TGI issued and sold to GE Equity 5,000,000 shares of TGI's Series A
convertible preferred stock; and (b) GE Equity purchased such Series A
convertible preferred stock from TGI for $25 million in cash.
TGI is a holding company acquiring, consolidating and operating short
and long haul trucking companies. GE Equity, a subsidiary of GE Capital, is the
private equity arm of General Electric Co.
ITEM 6. EXHIBITS
Exhibits
3.1 Amendment to Amended and Restated Articles of Incorporation.
3.2 Certificate of Designation, Preferences and Relative, Participating,
Optional and Other Special Rights of Preferred Stock and
Qualifications, Limitations and Restrictions Thereof
10.1 Purchase Agreement dated May 13, 1999 by and between Transit Group,
Inc. and GE Capital Equity Investments, Inc.
10.2 Stockholders' Agreement
10.3 Registration Rights Agreement
99.1 Press Release
SIGNATURE
Pursuant to the requirements of the Securities and Exchange Act of
1934, the registrant has duly caused this report to be signed on its behalf by
the undersigned hereunto duly authorized.
TRANSIT GROUP, INC.
Date: May 13, 1999 /s/ Philip A. Belyew
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Philip A. Belyew,
President and Chief
Executive Officer