SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
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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): March 14, 2003
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STUDENT ADVANTAGE, INC.
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(Exact name of Registrant as specified in its charter)
Delaware 0-26074 04-3263743
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(State or Other (Commission File Number) (IRS Employer
Jurisdiction of Incorporation) Identification No.)
280 Summer Street, Boston, MA 02210
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(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code
(617) 912-2000
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(Former Name or Former Address, if Changed Since Last Report)
ITEM 5. OTHER EVENTS AND REGULATION FD DISCLOSURE.
Student Advantage, Inc. (the "Company") amended its loan agreement with
Reservoir Capital Partners, L.P. and its affiliate, Reservoir Capital Master
Fund, L.P. ("Reservoir") to provide an additional loan of $500,000 to the
Company. As of March 14, 2003, the Company's indebtedness to Reservoir, Scholar,
Inc. (an entity owned in part by the Company's Chief Executive Officer) and John
Katzman, a former director and a guarantor of the Company's indebtedness to
Reservoir, is approximately $15.4 million. Finally, the Company and its lenders
modified their agreement on allocations of transaction proceeds in the event
certain business assets are sold in the future.
ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS.
(a) Financial Statements of the Business Acquired.
Not applicable.
(b) Pro Forma Financial Information.
Not applicable.
(c) Exhibits.
See the Exhibit Index attached hereto.
SIGNATURES
Pursuant to the requirements of the Securities Act of 1934, the Registrant has
duly caused this report to be signed on its behalf by the undersigned thereunto
duly authorized.
STUDENT ADVANTAGE, INC.
(Registrant)
Date: March 19, 2003 By: /s/ Raymond V. Sozzi, Jr.
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Raymond V. Sozzi, Jr.
President and Chief Executive Officer
EXHIBIT INDEX
10.1 Promissory Note, dated March 14, 2003, executed and delivered by the
Registrant to Reservoir Capital Partners, L.P. in the original
principal amount of $428,200.
10.2 Promissory Note, dated March 14, 2003, executed and delivered by the
Registrant to Reservoir Capital Master Fund, L.P. in the original
principal amount of $71,800.
10.3 Amendment No. 8 to Loan Agreement, dated as of March 13, 2002, among
the Registrant, the subsidiaries of the Registrant and Reservoir
Capital Partners, L.P., Reservoir Capital Associates, L.P. Reservoir
Capital Master Fund, L.P., Scholar, Inc., and John Katzman (amending
the Loan Agreement by and among the Registrant, the subsidiaries of the
Registrant, and Reservoir Capital Partners, L.P., Reservoir Capital
Associates, L.P. and Reservoir Capital Master Fund, L.P.).