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): JULY 2, 1997 AASCHE TRANSPORTATION SERVICES, INC. ------------------------------------ (Exact Name of Registrant as Specified in Its Charter) DELAWARE -------- (State or Other Jurisdiction of Incorporation) 0-24576 36-3964954 ------- ---------- (Commission File Number) (IRS Employer Identification No.) 10214 N. MT. VERNON ROAD, SHANNON ILLINOIS 60178 ------------------------------------------ ----- (Address of Principal Executive Offices) (Zip Code) (815) 864-2421 -------------- (Registrant's Telephone Number, Including Area Code) NONE (Former Name or Former Address, if Changed Since Last Report) 2 ITEM 5. OTHER EVENTS. On July 2, 1997, the Company completed an offering of 540,558 shares of Common Stock, par value $0.0001 per share (the "Common Stock" or the "Shares") at a price of $3.70 per Share and warrants (the "Warrants") to purchase 54,070 shares of Common Stock at an exercise price of $4.625 per share. The Warrants are exercisable at any time within three years after June 24, 1997. The offering was made solely to accredited investors in reliance upon Section 4(2) of the Securities Act of 1933, as amended and Rule 506 of Regulation D promulgated thereunder. The net proceeds of the offering of $1,890,000 are being used to reduce outstanding indebtedness and for general corporate purposes. The net proceeds of the offering are reflected on the pro forma consolidated balance sheets at May 31, 1997 (unaudited) filed herewith. 2 3 EXHIBITS Exhibit 10.1 Pro Forma Consolidated Balance Sheets at May 31, 1997 (Unaudited). 3 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. AASCHE TRANSPORTATION SERVICES, INC. Dated: July 2, 1997 By: /s/ Leon M. Monachos ---------------------------- Leon M. Monachos Chief Financial Officer 4