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 15, 2000
EPL Technologies, Inc.
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(Exact name of Registrant as specified in Charter)
Colorado 333-42185 84-0990658
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(State or Other Jurisdiction (Commission (IRS Employer
of Incorporation) File Number) Identification Number)
2 International Plaza, Philadelphia, PA 11913
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(Address of Principal Executive Office) (Zip Code)
Registrant's telephone number including area code: 610-521-4400
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Not Applicable
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(Former Name or Former Address, if Changed Since Last Report)
Item 5. Other Events.
Between on or about February 28th and March 4, 2000, EPL Technologies,
Inc., in a series of credit transactions (the "Credit Transactions"), borrowed
from individual investors $3,275,000 (collectively, the "Loan"); the term of the
Loan is one year. In connection with the Credit Transactions, the Company issued
warrants to such individual investors (the "Warrants"), each carrying a term of
five years, to purchase an aggregate of 1,637,500 shares of its Common Stock at
an exercise price of $1.00 per share (the "Warrant Offering"). Neither the
Credit Transactions nor the Warrants have been registered under the Securities
Act of 1933, as amended, and may not be offered or sold in the United States
absent registration or an applicable exemption from registration requirements.
The purpose of the Credit Transactions and Warrant offering was to raise capital
and obtain the Loan. The Company also agreed to provide certain registration
rights with respect to the Warrant Offering.
Item 7. Financial Statements, Pro Forma Financial Information and Exhibits.
(c) Exhibits
Exhibit No. Description
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10.1 Form of Credit Agreement and Schedule of Credit
Agreements
10.2 Form of Warrant and Schedule of Warrants
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.
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Registrant
Dated: March 15, 2000 By: /s/ Paul L. Devine
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Name: Paul L. Devine
Title: President and Chief Executive Officer