1
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):
August 12, 1997
KTI, INC.
(Exact name of Registrant as specified in Charter)
New Jersey 33-85234 22-2665282
(State or other juris- (Commission (IRS Employer
diction of incorporation) File Number) Identification
Number)
7000 Boulevard East, Guttenberg, New Jersey 07093
(Address of principal executive office) (Zip Code)
Registrant's telephone number including area code- (201) 854-7777
Not Applicable
(Former name and former address, as changed since last report)
2
ITEM 5. OTHER EVENTS
On August 15, 1997, KTI, Inc. (the "Company" or the "Registrant")
amended its revolving line of credit with KeyBank of New York, increasing the
amount of the line from $1 million to $6 million and extending its maturity to
April 30, 1997. The line of credit may be used for general working capital
purposes, issuance of letters of credit and bridge financings for acquisitions.
Bridge financings may not exceed six months or exceed $1.5 million without (a)
approved takeout financing in place or (b) prior approval from KeyBank of New
York. Loan proceeds may not be used for permanent capital investments in
subsidiaries or related parties. The line of credit has an unused facility fee
of 1/8%. The interest rate on borrowed funds is the base rate of KeyBank of New
York plus 3/4% per annum. The line of credit is secured by the assets of the
Company and its subsidiaries, other than assets of subsidiaries pledged under
project financing.
On August 12, 1997, the Company sold Timber Energy Plastic Recycling,
Inc., a Delaware corporation ("TEPRI"), to the management of TEPRI for $30,000
in cash and a $250,000 8% promissory note due on November 10, 1997. In the first
six months of 1997, TEPRI had revenue of $1,118,000 and losses of $392,000.
TEPRI was acquired by the Company as part of the acquisition of Timber Energy
Resources, Inc. which owns and operates a wood waste burning power plant in
Telogia, Florida and a wood chip mill in Cairo, Georgia.
3
ITEM 7. EXHIBITS
Exhibit Number Description
- -------------- -----------
4.1 First amendment, dated as of August 14,
1997, to the LOAN AND SECURITY AGREEMENT
between KTI, INC., KTI ENVIRONMENTAL GROUP,
INC., KUHR TECHNOLOGIES, INC. KTI LIMITED
PARTNERS, INC., KTI OPERATIONS, INC. and
PERC, INC. The schedules to this Exhibit do
not contain information which is material to
an investment decision and which is not
otherwise disclosed in the Securities
Purchase Agreement. The Company hereby
agrees to furnish a copy of any omitted
schedule to the Commission upon request.
4.2 SECURITIES PURCHASE AGREEMENT, dated as of
August 12, 1997, by and among KTI, Inc.,
(the "Seller") and Wenoha Corporation, John
G. Mills, L. Don Norton, Glen Wade Stewart,
Bruce D. Wentworth and Donald E. Wentworth
(the "Buyers"). The schedules to this
Exhibit do not contain information which is
material to an investment decision and which
is not otherwise disclosed in the Securities
Purchase Agreement. The Company hereby
agrees to furnish a copy of any omitted
schedule to the Commission upon request.
4
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.
KTI, Inc.
(the Registrant)
Dated: August 15, 1997 By: /s/ Nicholas Menonna, Jr.
-------------------------
Name: Nicholas Menonna, Jr.
Title: Chairman of the Board of Directors
5
EXHIBIT INDEX
Exhibit Number Description
- -------------- -----------
4.1 First amendment, dated as of August 14,
1997, to the LOAN AND SECURITY AGREEMENT
between KTI, INC., KTI ENVIRONMENTAL GROUP,
INC., KUHR TECHNOLOGIES, INC. KTI LIMITED
PARTNERS, INC., KTI OPERATIONS, INC. and
PERC, INC. The schedules to this Exhibit do
not contain information which is material to
an investment decision and which is not
otherwise disclosed in the Securities
Purchase Agreement. The Company hereby
agrees to furnish a copy of any omitted
schedule to the Commission upon request.
4.2 SECURITIES PURCHASE AGREEMENT, dated as of
August 12, 1997, by and among KTI, Inc.,
(the "Seller") and Wenoha Corporation, John
G. Mills, L. Don Norton, Glen Wade Stewart,
Bruce D. Wentworth and Donald E. Wentworth
(the "Buyers"). The schedules to this
Exhibit do not contain information which is
material to an investment decision and which
is not otherwise disclosed in the Securities
Purchase Agreement. The Company hereby
agrees to furnish a copy of any omitted
schedule to the Commission upon request.