UNITED STATES
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
April 30, 1999
Date of Report (Date of earliest event reported)
CONSOLIDATED DELIVERY & LOGISTICS, INC.
(Exact name of Registrant as specified in its charter)
Delaware 0-26954 22-3350958
(State or other jurisdiction of (Commission File (IRS Employer
incorporation or organization) Number) Identification No.)
380 Allwood Road, Clifton, New Jersey 07012
(Address of principal executive offices) (Zip Code)
(Registrant's telephone number, including area code) (973) 471-1005
NOT APPLICABLE
(Former name or former address, if changed since last report.)
ITEM 2. Acquisition or Disposition of Assets
On April 30, 1999, Consolidated Delivery & Logistics, Inc. ("CDL")
entered into and consummated an asset purchase agreement (the "Purchase
Agreement") with its subsidiary, Silver Star Express, Inc. ("Silver Star") and
Metro Parcel Service, Inc., Nathan Spaulding and Kelly M. Spaulding,
(collectively, "Metro Parcel"), whereby Silver Star purchased certain of the
assets and liabilities of Metro Parcel.
The purchase price was comprised of approximately $710,000 in cash
including estimated direct acquisition costs, $202,734 in a 7% subordinated note
(the "Note") and 40,000 shares of CDL's common stock. The Note is due April 30,
2001 with interest payable quarterly commencing August 1, 1999. The Note is
subordinate to all existing or future senior debt of CDL. CDL financed the
acquisition using proceeds from its revolving credit facility with First Union
Commercial Corporation.
The description above of the Purchase Agreement and the Note is a
summary and does not purport to be complete. Reference should be made to the
copies of such documents filed as exhibits to this report for a complete
description of their terms.
ITEM 7. Financial Statements and Exhibits
a. Financial Statement of Business Acquired.
It is impracticable to provide the required financial statements for
Metro Parcel Service, Inc. at this time. The statements will be filed as an
amendment to this report on Form 8-K as soon as they are prepared and not later
than 60 days after the deadline for filing this Form 8-K.
b. Pro Forma Financial Information
It is impracticable to provide the required pro forma financial
statements for Metro Parcel Service, Inc. at this time. The statements will be
filed as an amendment to this report on Form 8-K as soon as they are prepared
and not later than 60 days after the deadline for filing this Form 8-K.
c. Exhibits
10.1 Purchase Agreement dated April 30, 1999 by and
among Consolidated Delivery & Logistics, Inc.,
Silver Star Express, Inc., Metro Parcel Service,
Inc., Nathan Spaulding and Kelly M. Spaulding.
10.2 7% Subordinated Note Due April 30, 2001.
99.1 Press Release issued May 11, 1999 regarding
the acquisition.
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, thereunto duly authorized.
Dated: May 13, 1999 CONSOLIDATED DELIVERY & LOGISTICS, INC.
(Registrant)
By: /s/ Albert W. Van Ness, Jr.
___________________________________
Albert W. Van Ness, Jr.
Chairman of the Board, Chief
Executive Officer and Chief
Financial Officer
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, thereunto duly authorized.
Dated: May 13, 1999 CONSOLIDATED DELIVERY & LOGISTICS, INC.
(Registrant)
By: /s/ Albert W. Van Ness, Jr.
_________________________________
Albert W. Van Ness, Jr
Chairman of the Board, Chief
Executive Officer and Chief
Financial Officer